My Little Pony Equestria Girls: Don't Deal with Magic
by Pinkie pie sweets
Summary: One night during the girls sleepover, two glowing Equestrian Magic hit the Cuphead video game disc and all the Cuphead characters are pulled out of the game. Soon the girls meet the two cup brothers, and together they help the brothers to search for their friends and stop a terrible evil that has been unleashed at Canterlot City
1. Chapter 1

Chapter 1: Game Magic

It's a sunny day in Canterlot City, many people are going around with their everyday lives. Doing work, hanging out with friends, and other activities. Of course, at times people everyday lives have become magical because Equestrian Magic has enter their world.

One evening at Pinkie's house, she and her friends are having a sleepover. They are eating pizzas, doing each other's hair and makeup, and are playing all kinds of game. But there is this one game that the girls are playing right now, and is hard to play.

"Rats!" Rainbow screams.

Then Rainbow shouts, "I can't believe I lost again!"

"Well Rainbow, Pinkie did tell us the game will be hard," Applejack says.

"Yeah. I never seen so many hard bosses in one game," Sunset adds.

"I know. But… I didn't think the game Cuphead will be that hard! I got creamed by a mermaid like gorgon or something," Rainbow says, not happy to lose. Rainbow Dash doesn't like losing one bit.

"I believe her name was Cala Maria," Twilight replies.

"I kind of wish I can be a mermaid and swim across the sea with other sea creatures. But um, I don't think I'll like being bitten by eels and turned into a gorgon," Fluttershy shyly replies.

"I definitely like to dress up like Baroness Von Bon Bon. She get to be surrounded by candy, cakes, and all kinds of sweets," Pinkie says with a smile.

"And probably get a lot of cavities," Sunset remarks.

"Ha ha, very funny!" Pinkie says with a huff.

"So does anyone else like to play?" Rainbow asks.

"I'll play a little," Twilight answers.

"Coo. who you want to battle against?" Rainbow replies.

"Hmm, how about Cagney?" Twilight answers.

"The overgrown weed wacker," Rainbow bluntly says.

"Rainbow, he's a carnation. He can be a little aggressive, but I'll bet he's a sweet flower," Twilight says.

"Yeah. A sweet flower with a thorny attitude," Rainbow remarks.

"Yeah. That carnation seems to have a mean temper," Applejack agrees.

"Cagney seems sweet at the beginning," Fluttershy replies.

Sunset grabs the remote, "I'll play with you."

"Great," Twilight says.

Twilight and Sunset play with the remotes and reach to Cagney's garden.

Just then, the screen changes to Cuphead and Mugman are at Cagney garden, and are with the big carnation. Soon, the battle has begun. Sunset and Twilight are battling the carnation. Twilight is Mugman, and Sunset is Cuphead.

Sunset plays the game as she says, "Boys, these Cuphead bosses are hard to beat."

"Yeah. How can anyone actually beat this game?" Twilight asks.

"It takes good skills not to die in the game," Applejack says.

"You can say that again," Rainbow replies.

While Sunset and Twilight are playing, Rarity and Fluttershy are doing some nails and make up with each other. Applejack, Pinkie and Rainbow are playing cards.

Looking at her cards, Applejack says, "I have two queens."

"I got two kings and seven," Rainbow says, showing off cards.

"For Aces, I win!" Pinkie cheers for herself.

"What?!" Rainbow exclaims in shock.

Pinkie sticks her tongue at Rainbow with her eyes closed.

Rainbow says with an annoyed look, "I swear, if you cheated I…"

"Pinkie cheats at life, Rainbow. No use getting upset about it," Sunset replies.

"Yeah. You're better off fighting magical objects than trying to figure out how Pinkie works," Applejack says.

Suddenly, Sunset shouts, "Aw man! We lost!"

"That carnation maybe sweet, but he sure is good with thorny vines and roots," Twilight replies.

"I have to agree. But King Dice's boss level and the Devil's boss is very hard to beat," Rarity says.

"Yeah. I think you had to be really good to beat those two. Surprisingly, the last part of the final boss is actually easy," Rainbow says.

Suddenly, Pinkie has an idea, "Hey, I just come up with two amazing ideas."

"What is it?" Fluttershy asks.

"Halloween is coming up next mont, why don't we dressed up as characters from Cuphead! I call being Baroness Von Bon Bon!" Pinkie lously explains.

"Hmm, that actually not a bad idea," Sunset says.

Rarity happily says, "Ooh, and I can make the costumes for us. I'll start making some sketches. Pinkie, you said you called to be Baroness Von Bon Bon."

"Yep," Pinkie answers with a big smile.

Fluttershy shyly says, "I like to be Cala Maria."

Rarity writes down on the list.

Applejack thinks about it, "Hmm, there's not much characters that has my interest. But I do like to dress like Mugman."

"I call being Cuphead!" Rainbow calls.

"Hmm, I'll have to go with dressing as Dr. Kahl. And Maybe I can make a miniature version of his robot," Twilight answers.

"I'm debating whether or not to be dressed as Ms. chalice or Pirouletta," Sunset answers.

"Pirouletta? Isn't she one of King Dice's henchmen, henchwoman, or something," Applejack questions.

"That's true. But I actually kind of like her," Sunset replies.

Then Rarity says, "And I like to be Sally, but I have a wonderful idea what to do for dressing up as Ms. Chalice myself

"I guess you can be Ms. chalice and I can be Pirouletta," Sunset says.

"Good," Rarity replies.

Then writes down the list for what her friends want to be.

By the way Pinkie, what will this other thing that you just thought of?" Applejack wonders.

"Well, remember how Equestrian Magic changing the objects like Juniper's mirror, Twilight's watering can, and Vignette's cell phone into magical objects that can be very dangerous?" Pinkie explains.

"Well, the only reason why mgic ends up turning dangerous because Juniper and Vignette got carried away with their own desire that end up corrupting them," Sunset says.

Then Twilight asks, "So what about it?"

"Well, wouldn't it be great if Equestrian Magic allow us to get into the video game so we can join with Cuphead and Mugman to fight alongside them to beat enemies and the Devil?" Pinkie asks.

The girls stare at her with confused looks on their faces. Rainbow and Applejack even turn off the game to look at her with confused eyes.

Sunset calmly says, "No Pinkie, just no."

"Aww, but why not?" Pinkie asks.

"Because, everytime Equestrian Magic effect something or someone we end up endanger than having fun. As much fun as it being to playing the game alongside with the characters… the other characters in the game can be pretty hard for even us to handle," Sunset explains.

Rainbow rolls her eyes, "Yeah right, I'm sure we can beat the Devil, his lackey King Dice, and all of his other goons. We have geodes that gives us superpowers. And as long as we stick together, there's absolutely nothing that can beat us."

"I don't know. We have problems beating them on the game. Imagine how hard it will be to beat them in real life," Applejack says.

"And besides, what are the chances that Equestrian Magic is going to come by," Twilight adds.

Fluttershy shyly answers, "With how much we've been through, it's very likely that one is bound to show up soon."

"You do have a point. We're like magic magnets. Everywhere we go, magic can't seem to be that far behind," Rarity worriedly replies.

Then Sunset says, "And after that, we manage to use the Magic of Friendship to save the day. And we end up making some new friends along the way."

"Now you're talking," Rainbow replies.

"So I don't think we're going to have any problem with Equestrian Magic or anything evil anytime soon," Sunset reassures.

The girls nod their heads with smiles on their faces.

Just then, they hear the doorbell rings.

Pinkie happily shouts, "Pizza's here!"

With that girls runs out of the room so they can get a bite to eat and some drinks. For the time being, they talk about other fun stuff and girl talk.

Later in the night, the girls are fast asleep. Pinkie and Rarity are sleeping on the bed while the rest of the girls are sleeping in their sleeping bags. They have been playing the Cuphead game, card games, board games, doing each other hair, makeup, and other fun activities for the day that they all wore themselves out. And tomorrow, they might have some more fun doing what they want to do.

While they're are sleeping, red and blue light swirl around the city and end up going through the window of Pinkie's bedroom. Both of the stream of light are Equestrian Magic. Both of the magic travel and swirl around together, and land on the Cuphead disc in the case.

Suddenly, the game begins to glow… And then… multiple orbs of light fly out of the disc and fly all over Canterlot City.

And then two lights of red and blue are the only ones that aren't leaving the room. They both land by the girls who are the lights disappear, it shows two figures that are sleeping right beside the girls. And the first thing to show about the two figures is that their heads look like… cups.


	2. Chapter 2

Chapter 2: Meet the Cup Brothers

As the sun begins to rise as a new day is about to begin. The sun also shines through the window of Pinkie's bedroom. The girls are still fast asleep in the room, and feel lazy enough not to wake up.

As Rarity sleeps, she feels something wrapped on her stomach

She says in her sleep, "Mmm. Pinkie, I'm trying to to sleep can you let go of my stomach."

Rarity tries to sleep more, but something wraps on her stomach more.

"Pinkie, can you please let go of my stomach?" Rarity says in her sleep.

But suddenly, Rarity feels something on her arm. Something feels kind of cold, and smooth, and it's rubbings against her upper arm.

Rarity sits up, and lets out a yawn, "Pinkie, can you please…"

Rarity stops to see that Pinkie is sleeping on the other side of her bed. It makes Rarity wonders, if Pinkie is on the other side of the bed, then who is snuggling against her. Rarity looks out, and lets out a gasp of shock to see who is sleeping with her.

She sees a small boy… with a cup for a head. He has his eyes closed, a small red nose and a red and white striped bendy straw in his head. He has a black body, white gloves, gray color legs and brown shoes. The little boy is fast asleep and has is arm wrapped on Rarity's stomach.

Rarity eyes blink three times. Then turns to where Sunset is sleeping. Luckily, she is sleeping next to the bed, so she is able to move her head.

She calmly calls out, "Oh Sunset!"

Sunset groans as she turns her head, and asks, "What is it?"

"Take a look on Pinkie's bed and who is sleeping with me," Rarity questions answers.

Sunset sits up, and questions, "What?"

"Just do it," Rarity firmly says, making sure she is quiet.

Sunset groans as she begins to wake up, and get on her feet. She then takes a look at who is sleeping next to Rarity, and becomes stunned.

"Well, what do you see?" Rarity questions.

"That's… that's… I mean… It's impossible… is that… Cuphead?" Sunset asks as she is in complete shock.

"Hmm mmm," Rarity answers, nodding her head.

"But how… how did…" Sunset begins to asks.

But Rarity answers, "I don't know. I'm just as surprised as you are."

"I'm surprised you didn't scream seeing him sleeping with you," Sunset replies.

"Well, um, I was going to, but…" Rarity says with her cheeks blush.

She looks at Cuphead with a smile, "He just looks so cute and adorable when he's sleeping, I didn't have the heart to wake him."

"Still, where did he come from? I mean he is a character in a game," Sunset wonders.

"Perhaps Equestria Magic has a part to play in this mystery," Rarity suggests.

"I wouldn't be surprised if it is. I think we jinxed ourselves with our discussion last night," Sunset mutters.

Rainbow groans as she sits up with a tired face, and says, "Can you two keep it down? People are trying to sleep here."

"And Applejack, can you get your head off of my legs," Rainbow adds.

Applejack yawns, and answers, "I'm sleeping next to the window, Dash."

"Then who is…" Rainbow says, looking down at her legs.

Rainbow screams in shock. That cause the rest of the girls to wake up from their sleep in shock and surprise. All except for the sleeping Cuphead who snuggles against Rarity's side, and the other one sleeping on Rainbow's legs.

This one is also a boy and has a cup for a hed. Instead, he has a straight blue and white striped straw, a large blue noise, and blue shorts.

"M-M-Mugman… that's… that's impossible!" Rainbow exclaims in shock.

"It's possible. Cuphead is sleeping next to Rarity," "Sunset calmly replies.

"What?" Rainbow questions in shock.

Fluttershy looks at the sleeping Mugman with a smile, and says, "Aww, he is so cute."

"Yeah. Isn't he cute when he sleeps," Pinkie agrees, looking at Cuphead.

"Hey, can we cut out calling the cute cups cute and I like to know why they are sleeping in Pinkie's bed," Rainbow says with an annoyed look.

Then Rainbow asks, "And why is he sleeping on my legs?!"

"Now Rainbow, don't be screamin' this early in the morning. I'll help y'all," Applejack says.

Applejack picks up the little cup carries him to the bed. Pinkie and Rarity move out of the way so they can make room. Rarity slowly takes Cuphead's arm off of her, and picks him up too. Pinkie lifts the covers, and the two girls put the boys on the bed. Then Pinkie tucks them in.

"Come on, we'll let the two sleep, and get some breakfast," Sunset says.

Everyone agree, and ebing to leave the room. Fluttershy closes the door after everyone else does. And the two boys sleep as if nothing has happened.

Sometime later, the girls have make breakfast and are beginning to discuss about their new guests.

"Alright y'all, we have two video games characters sleepin' in the room right now. None of us have a clue as how, when, or why they're here, but we need to find out," Applejack explains.

"Well, Rarity and I do have suspicions that Equestrian Magic might be involved in this," Sun says.

"And they both look very real to be a costume," Rarity agrees.

"Great, another Equestrian Magic problem we need to deal with," Rainbow says, rolling her eyes.

"At least this one we won't have a problem with. The boys are very small and sweet," Fluttershy says.

"True. But when they wake up and find us, they might hen they'll be endanger and try to attack to defend themselves," Twilight says.

"You do have a point, so we need to let them know that we have no means of hurting them," Sunset says.

"I know, how about we throw a party for them," Pinkie suggests.

"Maybe not. We could give them something to eat. They must be hungry," Applejack says.

"I have to agree," Sunset says.

"So which one of us is going to check on the two cute little cups?" Pinkie asks.

The girls look at each other with confused looks on their faces.

Fluttershy slowly raises her hand, and answers, "Um, I'll do it."

"You sure about that Flutters?" Rainbow asks in concern.

"Well, I thought maybe I can show them kindness and help give them some hospitality. They will probably be scared finding themselves away from home. And I do want to help make them comfortable," Fluttershy says.

Applejack smiles, "Aww, you do make a point about that. Need one of us to come and back you up?"

"Oh no, I think I can do it on my own. I think it will be good for them that at least one of us talks to them," Fluttershy answers.

"Okay. But f you need anything, all you have to do is whisper help and we'll be there to help out," Twilight says.

Fluttershy nods her head, and begins to make her way to Pinkie's room to see the two guests inside.

Inside Pinkie's bedroom, the two little cups begin to stir as they groan in exhaustion. Soon, Cuphead begins to opens his eyes half way. He then begins to sit up, and rubs the sleep out of his eyes. When he looks around, his eyes wide open to see that he is not in his home anymore.

He looks around to see the bright yellow wall that has a few balloons on the walls. He looks to see a purple canopy on the ceiling, a few furniture, and other stuff that he doesn't know. He turns his head to see that his brother, Migman is still asleep.

Cuphead questions, "Where are we?"

He turns to Mugman, and shake him a little, "Mugman. Mugman wake up."

Mugman sturs a little and slightly opens his eyes, "What is it?"

"I don't know how, but… we're not in our room anymore," Cuphead answers.

"What?" Mugman tiredly questions as he begins to sit up.

He lets out a yawn and rubs his eyes. When he looks at the area, is is surprised to see the room he and his brother are in is not their own.

"What is this place? Where are we? Where's Elder Kettle?" Mugman asks, feeling scared.

"I don't know, but we need to find that out," Cuphead says.

Suddenly, they hear clicking sounds and turn to where the door is. They then see the door beginning to open. Cuphead and Mugman has their finger ready to fire at whoever is opening. When the door opens, they are surprised to see a girl with buttermilk yellow skin, pink rose hair, and teal color eyes who is wearing green two piece pajamas with butterflies on it. Quickly the two cancel their magic and look at the girls with surprised looks on their faces.

"Oh you both are away, I'm so glad. My friends and I were wondering when you both will wake up," Fluttershy happily says.

The two boys looks at each other with confused looks.

Mugman whispers, "Who is that girl?"

"I don't know. She seems friendly enough," Cuphead replies.

"And she is pretty," Mugman adds.

Then he asks, "But what should we do? She seems so nice."

"Well, we could be nice to her back and uh, ask her about our problem," Cuphead suggests.

"Good idea," Mugman replies.

The two then turn their heads towards the girl in the room.

Cuphead asks, "So what's your name?"

"I'm Fluttershy," Fluttershy quietly replies.

Unable to hear, Cuphead asks, "Uh what was that?"

"It's Fluttershy," Fluttershy answers a little louder.

Mugman is able to hear, "Fluttershy? That's a very nice name."

"Thank you," Fluttershy replies with her cheeks blush.

"Well, I'm Cuphead and this is my brother Mugman," Cuphead says with a smile.

"It's nice to meet you," Mugman happily replies.

Then Cuphead asks, "So you think you can tell us what we're doing here?"

"Well, um, to be honest, my friends and I don't know ourselves. We found you both asleep. Cuphead you were sleeping with Rarity and hugging her stomach. And Mugman, you were sleeping on Rainbow's legs," Fluttershy answers.

Hearing the answer cause the two brothers to blush a little.

Fluttershy giggles, "Sorry, I didn't mean to make you blush."

"Um that's alright," Cuphead says.

"So what do we do now?"Mugman asks.

"Well, my friends and I were hoping to ask you about how you end up here, and to see if you both are alright. Also, I'll be you two are hungry. Will you both like some breakfast?" Fluttershy replies with a smile.

Cuphead nods his head, "Sure. I am getting hungry."

"Okay," Mugman answers.

Both of the boys jump off the bed and walks to Fluttershy. Fluttershy then notices the Cuphead game case on the floor, and it seems to be glowing. Thinking it's important, Fluttershy picks the game up, and takes the boy to meet the others.

Once down stairs, the two brothers look to see the other six girls that are sitting at the table.

"Cuphead. Mugman. These are my friends… Twilight Sparkle," Fluttershy says.

The girl with the lavender skin adjust her glasses, "Hello it's very nice to meet you."

"Rainbow Dash," Fluttershy adds.

"Please to meet you little cups. I'm known as the best athletic girl in CHS. If you need help, I'll be there for you in a heartbeat," Rainbow says with pride.

"And I'm guessing you're the girls I slept on. Sorry about that," Mugman replies.

"No sweat. I'm over that now," Rainbow replies.

Then Fluttershy says, "Applejack."

"Howdy y'all. It's a pleasure to meet you. I'm known as being truthful and reliable," Applejack says,

"Rarity," Fluttershy continues.

"Hello darling, very please to meet you," Rarity happily replies.

Cuphead blushes, "Oh so… you're the girl I end up hugging in my sleep. Sorry about that."

"Don't worry darling, I know you didn't mean to. Although, you were hugging me a little tight," Rarity replies with a giggle.

Cuphead replies with a little laughter.

Then Fluttershy introduces, "Sunset Shimmer."

"Hi. It's nice to meet you two," sunset replies.

"And this is…" Fluttershy is about to finish.

But the pink skin girl on the group happily says, "Hi my name is Pinkie Pie, I'm very very very happy to meet you Cuphead and Mugman. So what you like to do during your spare time? What's your favorite cake? What's your favorite games? Do you like parties?"

"Pinkie, don't scare them with your fast talk," Sunset replies.

Pinkie blush, "Oops, my bad."

Mugman laughs, "You sure are lively."

"Thanks. That's what everyone says," Pinkie replies.

"But how you know our names?" Cuphead replies.

The girls then look at each other with worried looks, but Pinkie happily answers, "Easy, you two are in the game Cuphead: Don't Deal with the Devil. It's a very fun game, and you two are the stars in it."

"Game?" The two brothers question tilting their heads.

"She means this," Fluttershy says, holding the game case.

The boys look to see the game case and see a picture of themselves.

"That's pretty cool," Cuphead replies.

"But why you brought it down?" Mugman asks.

"Yeah. And why my game glowing?" Pinkie adds.

"I found it like it, so I bought it down to show it to you guys. I thought it might be important," Fluttershy answers.

Sunset walks over, and asks, "Mind if I see it?"

"Sure," Fluttershy answers.

Fluttershy hands Sunset the game. Sunset looks at the case to see it glowing. She then opens the case to see the disc, only to find it glowing blue and red.

"This game must have been hit by Equestrian Magic," Sunset concludes.

"So that's why Cuphead and Mugman are here, the magic hit the game and pull them out to make them real," Twilight says.

"Woah! That's pretty cool," Rainbow says.

Then she asks, "So are you two still in debt with that Devil creep?"

"Nah, we took care of him," Mugman answers.

"We defeated the Devil and broke our debt from him. We also freed everyone else who was in debt with him," Cuphead explains.

Twilight scratches her chin, "Fascinating, so the magic created a portal to Inkwell Isle, and to the time when you two defeated the Devil and free everyone from their debt."

"It seems like it," Rarity replies.

Sunset looks at the game and begins to think about it, "I wonder."

"What is it Sunset?" Fluttershy asks.

"I was just curious about whether or not Cuphead and Mugman are the only ones to be pulled out of the game," Sunset says.

After hearing this suggestion, the girls including the two cups begin to think about it.

"It is possible," Twilight replies.

"But how to we know for sure?" Rarity asks.

Just then, Maud, Pinkie's older sister walks to the table holding a ball.

"Pinkie, I found this blue ball in my room. Is this one of yours?" Maud asks in a deadpan tone.

Pinkie shakes her head, "No. I don't own a blue ball."

Just then, the head turns around show the gang a face, it has a big smile, big eyes with light brown eyebrows, and a small nose.

"Hi boys, and hello ladies," The ball says.

The girls scream in fright.

But the boys says in surprise, "Goopy!"

"Cuphead. Mugman. It's a please to see some familiar faces. I woke up in this nice girls rock collection. Of course, she thought I was one of her sister's toys," Goopy says.

"Well, we're glad to see you're alright," Mugman says.

Goopy jumps off of Maud's hand and on to the floor.

He then hops to the boys, "It's great to be safe. So mind telling us where we are?"

"You're in my house, and you were in my sister's room," Pinkie answers.

"Oops, sorry about that cotton candy. But Mind I say I love the place. But I think it could use some more color," Goopy says.

"Goopy, we're not staying here you know. We need to get back home," Cuphead says.

Rainbow looks at Sunset, "Well girl, you were right. There has to be more than the brothers that come out of the game."

"Yeah. And that's what worries me," Sunset says.

"What in tarnation are you talking about?" Applejack asks.

Sunset walks to Goop, "Goopy, did happy while you were in Inkwell?"

"Well, come to think there was. It was so weird," Goopy answers.

"What is it?" Cuphead asks.

"There was a strange glowing hole in the sky in the middle of the night. I was up watching the night sky with Hilda when I saw it. Then next thing that I know it, I started glowing, and head flying to the portal. And it's just not me, but Hilda too. Soon, I see many dots glowing and flying towards the portal… And… hmm…" Goopy explains, but stops to think.

"What is it Goopy?" Mugman asks.

"If it's something important, then you have the right to tell us," Rainbow replies.

Goopy thinks about it, and says, "Well, I wasn't certain, but I think I saw some glowing light coming out from the cave where the Casino is at."

Everyone gasp in shock.

"I knew it," Sunset says.

"Knew what?" Fluttershy asks.

"If Goopy, Cuphead, and Mugman are here, then it's possible that ever residence of Inkwell Isle must be here in Canterlot City…" Sunset says, then grows very concern.

Twilight gulps in realization, "And if what Goopy said is true then that means The Devil, King Dice and his henchmen must be here too."

"Oh no!" Fluttershy yelps in fright.

"That means, the Devil can build some kind of casino and try to have people sell their souls to him," Rainbow adds in shock.

"Not to mentions the residence of Canterlot City and Inkwell Isle will be in a panic. They can get hurt," Applejack adds.

"But what can we do?" Pinkie asks.

Cuphead comes forward, and says, "We got to find our friends and stop the Devil before he has a chance to cause any trouble. Mugman and I will get going, and you guys can protect Goopy."

Applejack get in front of the boys, "Hold your horses boys, we're coming with you."

"Sorry, but we can't let you," Cuphead denies.

"We dealt with the Devil and his lackeys before, and he's dangerous. He can take your souls if your not careful" Mugman agrees.

"But we know Canterlot City, we can help you find your friends," Sunset says.

Then Rainbow says, "We also have powerful magical geodes that gives us superpowers."

"Please let us come, we want to help," Fluttershy adds.

"Our families and friends will be endangered if we don't do something," Rarity adds.

Then Pinkie says, "Please let us help you.! PLEASE!"

The two cups look at each other. Then show smiles on their faces.

"Alright, you two can come. Like you said you know the city more," Cuphead says.

"And we all of us working together, we can save our friends and the Devil," Mugman replies.

Applejack smiles, and says, "Then It's a good idea to get started."

"Where should we go?" Pinkie asks.

"We can start at Canterlot High to see if there anyone there. Once we're there, we can map out the area and split up to find the others. If you all see the Devil, King Dice, or any of their henchmen, alert the rest of us," Twilight says.

But Fluttershy asks, "But, what will we do once we find them?"

"We'll have to worry about that as we go. Right now we need to find them before people start to panic," Sunset says.

Pinkie turns to Maud, "Maud, can you keep an eye on Goopy until we get back."

"Okay," Maud answers.

"Let's hurry up and get dress so we can start searching," Rainbow says.

Sunset and the girls run upstairs to change while the three boys and Maud stay down stairs.

Mugman turns to Cuphead, and asks, "I'm a little worried about the girls coming with us."

"I know. I am too. But we do need their help," cuphead says.

"Don't worry, my sister and her friends have dealt with magical situations before. I'm sure they are able to help you with find your friends and stopping evil," Maud says.

"If you say so," Cuphead replies.

"I just hope we find them before something bad happens," Mugman says in concern.


	3. Chapter 3

Chapter 3: The Wallflower and the Carnation

At Canterlot High School, it's very quiet here. Since it's the weekend, the school is closed at the time. Walking at the school is Wallflower Blush brining a few gardening supplies to the school's garden in a bag. Along with a wagon carrying a few pots of plants to add to the garden. Since she's the president of the gardening club, it's her job to make sure the darden id healthy.

Wallflower walks into the path of the woods, and pass between the two bushes to visit the garden.

With a smile, Wallflower says, "It sure is a nice day to work with the garden."

Wallflower continues to walk through the bushes that has been cleared to see the school's garden. The sun shines through the trees that makes the garden glow their colors. She puts the bag down, and take the gardening supplies out.

Wallflower begins to dig a hole for one of the new plants to go in until she notices something odd. She notices there is something new in the garden.

She sees a large flower, a carnation to be exact. The carnation is larger than any flower she has seen, and its appearance is different too. The flower has a yellow face with a long pointed nose, orange cheeks, black thin eyebrows, and closed eyes. It has six orange petals with darker borders on the outer end. A dark stem with two dark green leaves on the top and four light green leaves on the bottom. Strangest thing, the flower looks like it's asleep.

Wallflower walks to the flower, and questions, "That's strange, I don't remember seeing this flower before. Where did it come from?"

Curious Wallflower looks at the flower from head to the bottom of the stem. She has no clue where the flower come from.

"It looks like… a carnation, and a big one. Maybe I can take care of it, and I'm going to need to take extra care of it," Wallflower says.

Wallflower decides to take care of the flower. She grabs a watering can that has already been full of water, and give some to the carnation. Unaware that the carnation begins to move. After watering the carnation, Wallflower walks to the wagon to get some plant food out for it.

As she gets the box of plant food, the carnation lets out a yawn and wakes up. Then stretches his leaves. Then his eyes begin to open. Once they are open, the carnation looks around with a stunned look on his face.

"Hey… what is this place?" The flower questions.

He then look ahead to see the girl walking towards it with a box with a picture of plants and flowers on it.

Wallflower sits on her knees and begin to poor the food on to the ground where the flower is. Then spreads it out under the leaves.

Suddenly a firm voice asks, "Hey, what do you think you're doing?"

Wallflower hears the voice and looks up to see the carnation holding a stern look on its face and his leaves crossed. His peals has pointed thorns on them, and his stem gain yellow thorns. Wallflower yelps as she gets up, and ends up falling on her bottom.

The flower repeats, "Well, what are you doing?"

"I-I-I-I was giving you some food and water," Wallflower nervously answers.

Arching one of his eyebrows, the flower ask, "So you were just trying to feed me?"

Wallflower nods her head with a nervous look on her face.

The flower calms down, "Well, uh, thanks. Not that I asked you to do it?"

Wallflower becomes less nervous to hear the flower being more calm.

"Who… who are you? You don't look like any carnation I've seen," Wallflower asks.

The flower looks at the girl, and answers, "Cagney. My name is Cagney Carnation."

"Cagney. That's a nice name. My name is Wallflower. Wallflower Blush," Wallflower says, showing a small smile.

In her thoughts, Wallflower wonders, "Cagney, why does that name sound familiar?"

Then the flower, Cagney asks, "So mind telling me where we are?"

"Oh, this is my garden. Well, it's my school's garden. I'm the president of the gardening club, and I take care of the flowers and plants here," Wallflower answers.

Cagney looks over the garden as he says, "That's quite a garden you got. I actually have a garden too. Of course, I have no idea how I got to this one."

"Where are you from?" Wallflower asks.

"I'm from Inkwell Isle. I lived on the first isle, and that's where my garden is," Cagney answers.

"Really. That sounds nice," Wallflower says, showing a little more of her smile.

"Yes my garden is nice, not as nice as yours though," Cagney says.

Wallflower blushes, and says, "Oh why… why thank you."

"And sorry I woke you up. I didn't realized you were this kind of living flower. I mean I know flowers are alive, but I never see them move… and talk for that matter," Wallflower apologizes.

"Eh, no hard feelings. I'm glad to have woken up in a garden," Cagney says.

"How did you get here?" Wallflower asks.

"I have no idea," Cagney answers, shrugging his leaves.

Wallflower thinks about the situation, and knows that Cagney doesn't seem to know how he is here, and probably have nowhere else to go.

Wallflower says to Cagney, "Well, if you want, you can stay in my garden for a while?"

"You really mean it?" Cangey asks, looking curious.

"Sure. We can take care of the garden together. Even though I gave you some plant food and water, I'm sure I can get you something else to eat. Since you're new to the city, I can help get you some food and stuff," Wallflower says.

Cagney shows a calm smile, and says, "Thanks. And you know what kid…"

"What?" Wallflower asks.

Cagny puts his leaf on Wallflower's head and rubs it with a smile, "I think you and I are going to be good friends."

Wallflower smiles, and answers, "Right."

Wallflower and Cagney decide to get started on working on the school garden. However, neither one of them is away that someone is watching them from afar. Most of spy's appearance can't be fully make out. All that is visible is a purple suit jacket with a dark purple vest, and white shirt. The bottom of the head that looks like a block. And finally, an evil grin on his face.

The mysterious being says, "Well, well, isn't today my lucky day. I'll just, sit back and watch those two a little longer."

And that's what he decides to do is to watch Cagney and Wallflower. When the time is right, he will confront the two, specifically the giant carnation.

At the front lawn of the school, by the Wondercolt statue, Sunset Shimmer, along with her friends, and the two cup brothers are trying to come up with a plan to find their friends and to find the whereabouts of the Devil and his minions.

Sunset puts a map of the city down, so she and the others can figure out what to do first.

Applejack is the first to speak, "Alright y'all. We have plenty of being from Inkwell isle just roaming around the city without a clue where they are."

"At the same time, The Devil and his men could be trying to get the debtors' souls and try to get the town to sell their souls away," Rainbow adds.

"The city is big, but if we work together, we'll be able to find them all," Sunset says.

Cuphead asks, "But how are we going to find the Devil?"

"Yeah. He can be anywhere," Mugman adds.

"And he could have sent his henchmen all over town by now," Fluttershy shivers in fright.

"That's right. We need to be careful. If we spotted one of them even the Devil and King Dice, report to the others with our phones," Twilight says.

"Oh, how exactly are we supposed to find them all in this Great… Big… City?!" Fluttershy worriedly says

"Fluttershy is right. Canterlot is a big place. It will take a while for us to find them all," Rarity agrees.

"If only we have more people helping us, or at least more can help us get a bird's eye view," Pinkie says, looking a bit sad.

"Did you say a bird's eye view?" A female's voice asks.

Hearing the voice, the girls and two boys look around and wonder who talk.

Then the female voice says, "Up here."

The group look up to see a big cloud, and someone is on it. The person is a female. She has a light pink color skin, dark brown finger wave style hair with short curls. She is wearing a red shirt with dark red short puffy sleeves, and a darker shade of red on the bottom, a light red shoes and skirt, and a weather vane on her head.

Recognizing the person, the boys happily say, "Hilda!"

"Hey boys, how it going down there?" Hilda asks as the cloud descends to the grounds.

"We were going to search for anyone who ends up getting sent here. We already found Goopy, and now we found you," Cuphead answers.

Well, it looks like I found you. And it seems to me like two and your new friends can use some help," Hilda says.

"We sure do," Mugman say.

The Cuphead intrudes the girls and Hilda to each other, "Girls, this is Hilda Berg. Hilda, these are our new friends. Sunset Shimmer, Twilight Sparkle, Fluttershy, Applejack, Rarity, Rainbow Dash, and Pinkie Pie."

"Hello," The Mane seven replies.

"Hey kids. Now about this help you need," Hilda replies.

Sunset nods her head, "Yes. We can really use you help."

"I heard your conversation about the Devil and his lackeys might be around, and said you needed some more eye in the sky help. Well, I'm your girl," Hilda says with a smile.

"Thank you," Fluttershy replies with a smile.

Then Rarity asks, "Were you able to see anyone from the isle at your air point of view."

Hilda begins to think, "Hmm. You know, I did saw Cagney not too long ago."

"Really?! Where?! Where?!" Twilight asks in surprise.

"I saw him in the woods behind the building. I saw him with a girl with light green skin and long dark green hair. They were both in this garden and seem have a good time, which is surprising because he didn't act mean to her or anything," Hilda answers.

"A garden?" Pinkie questions.

"And he's with a girl with dark green hair and light green skin," Twilight adds.

Sunset gasp, realizing who Cagney is with, "Cagney must be with Wallflower in the school garden."

"You mean the one behind the school?" Pinkei asks.

"Exactly. We need to get to them before anyone else shows up," Sunset says.

Suddenly, Hilda remembers, "I think someone already saw them. I just remember as I was flying over the woods some was spying on them. I didn't get a good look at him, but I pick up a bad vib from whoever I saw."

"You don't think it's one of the Devil's men?" Fluttershy worriedly asks.

"It could be big trouble for Cagney if the Devil tries to take his soul," Twilgiht says.

"But we fought the Devil and broke our and everyone's debt from him," Mugman says.

The Rainbow says, "Well I don't think he cares. I wouldn't be surprised that he might try to go after your souls anyway."

"Good point," Cuphead replies.

Then Sunset says, "Guys, this is bad. If one of the Devil henchmen is planning on taking Cagney's soul, Cagney will do what it takes to fight back."

Rarity gasp in horror, "Wallflower will be endanger! We gotta stop this!"

"Then let's go!" Applejack says.

With that, the girls, the cup brothers, and Hilda make their way to the back of the school to get to the garden. They know that a plant and an innocent girl will be endanger.

Back at the garden, Cagney and Wallflower are actually getting along. They both water the plants, take out any weeds, and give them some sunshine. Soon the two have finish with what is need for the garden and are rest against a tree having a snack.

"It sure is nice out here," Wallflower says.

"Yeah. The sun is shining so bright, I can feel them in my roots," Cagney says.

Wallflower giggles a little.

Then something has her curious, "Cagney, are you sure you aren't able to remember how you got here?"

"I'm afraid I don't know. I was sleeping next to my garden, and I woke up to find myself here," Cagney answers.

Wallflower begins to think in her thoughts, "That is strange. Cagney was from this Inkwell Isle and now he's in Canterlot City… Wait Cagney Carnation…"

Then she shows a surprised expression on her face, "Isn't Cagney the name of the flower from the Cuphead game, and the has the exact description. Could… Could magic be the reason why a video game character is in the garden?"

She comes back to reality with Cagney asks, "Hey kid, you feeling alright?"

"I'm alright. I just thought of something, but it seems less strange in my head," Wallflower answers.

"Okay?" Cagney replies with a confused look on her face.

Then Wallflower asks, "What should we do now?"

"Well I guess I could have something to eat," Cagney replies.

Wallflower then hears her stomach growling. Then she giggles while her cheeks are blush.

Wallflower gets up, and says, "I guess we could get something to eat."

"Sounds good," Cagney replies with a smile.

Suddenly, the two begin to hear rustling in the bushes close by. Wallflower and Cagney look to see the bushes shaking.

"Um hello, is something there?" Wallflower asks nervously.

Suddenly a man's voice appears, and it's someone that Cagney knows, "Hello Cagney. It's been a while, hasn't it?"

Realizing who it is, Cagney wraps his leaves around Wallflower and pulls her close to him. This is one person he doesn't want Wallflower to be involved with.

Out of the bushes is a man with a dice for a head. He is wearing as purple suit jacket, dark purple pants, purple shoes, a dark purple vest, and a tie. This is someone that Cagney never think he will see again… King Dice

With a stern expression, Cagny says, "Well, well, if it isn't the Devil's little lackey."

"Nice to see that you haven't changed a bit," King Dice answers walking towards them.

"Let me guess, you came here to collect my soul," Cagney interrogates.

"Of course, can't let you debtors live a happy life knowing you got off the hook," King Dice replies.

"The boys burned our contracts, Dice. I'm free from his debt," Cagney angrily says.

"So you think, but let me tell you something you overgrown weed… The Devil isn't a fair man, and neither am I," King Dice says with an evil grin on his face.

Cagney grits his teeth in anger. Then he noticed the scared look on Wallflower's face.

He glares at King Dice, "Listen, I'm going to tell you this one time: Get out and never come back, or else."

"Or else what? I'm surprised you're making threats and not lashing out by now," King Dice say.

Then he turns his attention towards Wallflower, "Is it because you don't want your new friend to see your aggressive side."

"Leave her alone, Dice. She has nothing to do with this," Cagney demands.

"True. But… I'm sure the Devil will like another soul in his collection," King Dice remarks.

"You really think that I'm just going to let you take our souls without a fight," Cagney says.

King Dice evilly chuckles, and says, "Of course not, which is why I have a few new tricks up my sleeve."

Cagney and Wallflower become confused about King Dice's statement.

Suddenly, King Dice throws a chain that has a pattern: red heart, black spade, red diamond, and black club. The chain then lasso Wallflower on the waist pinning her arms, and drags her away.

Cagney screams, "Wallflower!"

Wallflower spins around toward King Dice, and he catches her in his arm.

"Wallflower, eh. That sounds like a sweet name for flower lover," King Dice remarks.

"Let her go Dice! You're problem is with me!" Cagney demands.

"True. If you want her, then you're going to have to get her back yourself," King Dice says with a grin.

The makes Cagney really mad. Mad enough to bring out his other form.

Gritting his teeth, Cangey says, "Looks like… I don't have a choice.

His eyes turn yellow and his stem enlarge as he puts his leaves to the ground. His teeth become sharp and his petals become pointy sharp. Soon Cagney has change to his other form and glaring at King Dice.

King Dice grins, and says, "So be it."

King Dice then creates another chain that pins Wallflower to one of the trees in the garden. Wallflower struggles to break free, but the chains are too tight. She look ahead to see Cagney has become a different flower and is going to fight King Dice.

Wallflower screams, "HELP!"

Meanwhile, Sunset, the girls, and young boys reach the back of the school to reach Wallflower and Cagney.

Suddenly, they hear someone crying out, "HELP!"

"What was that?" Mugman asks.

"Someone scream just now," Pinke.

Sunset gaps, "That must have been Wallflower!"

"She must be in trouble! Hurry!" Twilight panics.

Soon the group runs into the forest to find Wallflower and Cagney. Unaware that Cagney is going to have a battle with King Dice. Sunset and the others hope the can reach Cagney in time.


	4. Chapter 4

Chapter 4: Dice Up Trouble

Hearing wallflower calling for help, the girls and cup brothers run into the woods at the back of the school. Suddenly, Rainbow ends up tripping on something and falls to the ground.

Rainbow sits up, and shouts in pain, "Ow!"

Applejack turns around, and asks, "What happen?"

"I don't know. I think I tripped something," Rainbow answers.

Rainbow turns around to see something odd, "Hey, what's this?"

The others turn around to see a large vine with yellow thorns on it. That catches the others attention, and it's something Cuphead, Mugman, and Hilda recognize.

"That Cagney's roots," Cuphead confirms.

"What's it doing here?" Fluttershy asks.

"I don't know, but it looks like trouble. Look!" Sunset answers, pointing off the path.

Everyone look to see large vines with yellow thorns are covering the forest, and continue to spread. Suddenly, they hear what sounds like a fight. They hear pounding sounds, thumps, and other sounds.

"What's going on?" Pinkie asks.

"It sounds like some kind of fight," Applejack suggests.

They looks through the trees to see Cagney is moving back, and launches his vines.

Hilda shouts, "Look! There's Cagney!"

Just then, King Dice appears and throws one of his playing card.

With a serious look Mugman says, "And guess who."

"It's King Dice!" Twilight shouts in shock.

"Come on, Cagney needs some help," Cuphead says.

"And so does Wallflower?" Fluttershy worriedly adds.

"But how, there's too many vines here?" Rarity asks.

As hope feels lost, Sunset has an idea, "I know you and Twilight can use your magic to get us over the vines."

"That might actually work," Twilight says, agreeing to the idea.

With that, Twilight and Rarity uses the magic from their geodes to help them get across. Rarity makes her diamonds appear and form a giant bridge, while Twilight uses her leveraging magic to keep the diamonds in place for them to cross.

Sunset walks on the bridge to make sure it's sturdy, and says, "Come on."

The others begin to run up the bridge to get to Cagney and Wallflower. Rarity is at front creating more diamonds for Twilight to hold with her magic.

In the School's garden, Cagney's vines has covered the entire area. Wallflower is not only tied by the chain of symbols, but is also tied up by Cagney's vines.

Wallflower moves around and struggles as she is trying to break free.

Then Wallflower screams, "Cagney, please stop!"

But Cagney is in her rage mode. He continues to fight King Dice from stealing either one of their souls.

Cagney throws his vines as she shouts, "Take this!"

But King Dice dodges it.

"Nice try you overgrown weed, but I have worked up a few new tricks up my sleeve," King Dice says with a smirk on his face.

Cagney opens his mouth and white pollens fly out of his mouth. Just then, King Dice throws spades and has it stuck on one of Cagney's petals, and it lands on the tree. Confused, Cagney tries to pull his petal out, but the spade is stuck on to the tree. Suddenly, more spades comes at Cagney, and has his petals and leave stuck on the tree.

Struggling, Cagney shouts, "Hey! What is this?!"

"Like it. They're my special spade spears. They are sharp and will get stuck pretty easily. Now that you are cornered, you can't stop me from taking your soul," King Dice says.

Wallflower gasp in shock hearing what King Dice is going to do to Cagney.

Wallflower screams, "Wait! Don't hurt him!"

King dice turns to Wallflower, and says, "Aww, and why wouldn't I. Cagney went to the casino, he made a deal with the Devil. So it's time for him to pay up along with the rest of them no good debtors."

"But Cagney said that his contract is burned, so he's not in debt anymore," Wallflower says.

"That may be so, but The Devil wants the runaway debtors to pay what they owe," King Dice says walking towards Wallflower.

Once he is close to her, King Dice puts his hand under her chin and lifts her head upward to face him, "And I'm sure the Devil will also like to have your soul as well,"

Cagney sees King Dice with Wallflower, and angrily demands, "Leave her alone, Dice!"

"Oh I'll leave her alone, after I do a little soul collecting," King Dice answers with a n evil smile.

Then he makes his hand admit a flaming aura. Realising what King Dice is going to do, Cangey begins to move around like crazy trying to break free.

"You know, it seems like a good opportunity to make you suffer a little before taking your soul. And I'll manage it by taking your little wallflower friend's soul," King Dice says.

Wallflower closes her eyes in fear, knowing the worst is going to come.

King Dice raises his flaming hand up, and says, "Your soul will soon belong to the Devil."

"I don't think so," Someone shouts.

Suddenly, a glowing yellow arrow fires out of nowhere, making King Dice dodge away from Wallflower. The arrow hits the tree on the other side.

Wallflower looks at the shimmering arrow, and wonders, "Where did that come from?"

Wallflower turns to where the arrow is coming from. To her surprise, she can see Hilda holding a bow and has an arrow reading to launch it. Sunset and her friends, along with Cuphead and Mugman are with them.

Applejack says, "Listen here Dice! You mess with one of us, you mess with all of us!"

Wallflower gaps with a smile, "Sunset, girls!"

"Well well, if it isn't Cuphead, Mugman, and Hilda. It's nice to see you three come all this way. Saves me the trouble of tracking you down," King Dice remarks.

Then he says, "And I see you brought some friends with you."

"Listen Dice, we don't want any trouble so leave Cagney and the girl alone," Cuphead demands.

"Yeah. she's not in debt with the Devil, so leave her alone," Rainbow angrily adds.

"And leave Cagney alone too, or else," Hilad says, pulling the arrow back on the string of the bow, ready to fire.

"Or else what?" King Dice remarks.

"Or we'll have to take you down," Rainbow answers.

"Yeah. There's one of you and ten of us, so I suggest you leave while you still can," Sunset sternly adds.

King Dice smirk, and says, "Fine, I'll go. But you better watch your back, the Devil is not going to give up on your souls that easily."

Soon King Dice disappears down a hole. The others sigh in relief knowing that he is gone, but he will be back to finish what he has started. They look to see Cagney is still on his floral furry mode, and is trying to break free. Hilda jumps on the vines so she can reach him.

Once she is close to Cagney, she calmly says, "Cagney, you can calm down now. King Dice is gone."

"I'm stuck Hilda!" Cagey screams, struggling at the spears stuck to his petals.

Applejack jump on the vines too, and reaches Cagney.

"Don't worry y'all, I got this," Applejack says.

Applejack then uses her super strength to pull out the sharp spades. Meanwhile, Twilight is using her magic to move the vines away from Wallflower. Then breaks the chain that has tied her up. Sunset takes Wallflower's hand, and pulls her out of the vine.

Seeing her clothes, Rarity gasps, "Oh darling, your clothes! They're torn!"

Wallflower looks down to see that the sleeves of her shirt and her jeans have tears on it. Probably from the vines.

"I guess so," Wallflower calmly replies.

Suddenly, they hear Applejack says, "There's that's the last of them."

The girls and boys look to see Applejack has just pull the last of those spades off of Cagney's petals.

"Thanks. My petals were starting to sting," Cagney says.

"No problem. But uh, think you can revert back to your calmer self?" Applejack sheepishly asks.

Cagney blinks a few times, and says, "Oh."

With that, Cagney absorbs back his roots. The vines and thorns are leaving the garden, and the ground appears. Sunset and the others jump off to the clearing so the vines can be clear. Once all the vines are clear in the area, Cagney is back to his normal self. (As normal as he can be). Surprisingly, the garden hasn't suffer any real damage.

"Now all this is settle, will any of you mind telling me what's going on," Cagney firmly asks.

Wallflower turns to Sunset, and asks, "Does magic have anything to do with this?"

"Regretfully, yes," Sunset answers.

Sunset and the others explain to Wallflower, Cagney, and Hilda about the situation. What's more, they explains that since King Dice is here, The Devil can't be far behind.

"So you're telling me that something called Equestrian Magic sucked everyone including me out of Inkwell and landed us here?" Cagney asks.

"That's right," Sunset answers.

"That sounds hard to believe. But after what happen with the Memory Stone, I'm willing to believe it," Wallflower replies.

Then Hilda says, "And now that King Dice has reveals himself, we know for sure that the Devil is here as well."

"He and his boss can cause a heep of trouble in Canterlot City," Applejack replies.

Then Fluttershy asks, "What are we gonna do?"

"We got to find the others before King Dice and The Devil does," Cuphead says.

"You're right. But there are still so many we need to find. But… where do we start?" Mugman replies.

"Well, you can start by looking behind you," A familiar male voice says.

Everyone turn to see someone Cuphead and Mugman know… Elder Kettle. Surprisingly, Principal Celestia and Vice Principal Luna are with him.

"Elder Kettle," The two cup brothers cheer, and run to the big kettle.

They both give him a big hug, and the kettle embrace them back.

"Principal Celestia and Vice Principal Luna? What are you doing here?" Sunset asks.

"And why is Elder Kettle with you?" Twilight adds with a confused look.

"Well, Luna and I woke up this morning to find Elder Kettle sleeping on the rocking chair in our living room," Celestia answers.

"We suspect that once again, magic is involved somehow," Luna adds.

Pinkie gasps, and quickly asks, "Are you psychic?"

"No," Luna firmly answers.

"But to answer your question, magic is a major part of it," sunset explains.

Twilight takes out the Cuphead game from her backpack, and explains, "Equestrian Magic hit Pinkie's videogame, and now the characters are around Canterlot City."

Then Rarity introduces the characters, "This is Cuphead, Mugman, Hilda, and Cagney. They're from the game until the magic drag them out of there. Of course, you already met Elder Kettle."

"Yes. it is seem that Equestrian Magic have caused yet another dilemma for us," Celestia says.

Then Luna asks, "Did something happen here? He heard roaring and blasting sounds."

"We saw Cagney having a fight with King Dice. We know that if he's here, then his boss, The Devil is around Canterlot City somewhere. He's planning on taking the souls of the ones who are in debt to him," Sunset explains.

Then Fluttershy worriedly adds, "And we heard Dice saying that he was planning on taking Wallflower's soul."

"What?!" Elder Kettle exclaims.

"It's true. He was about to take her soul, but we arrive before he has a chance," Cuphead explains.

Elder Kettle nods his head in reply.

Then says, "Boys, it seems that we have a serious problem. With the Devil on the loose, many people will fall victim to his wrath."

"Yeah. Dice nearly got away with Wallflower and Cagney's soul," Applejack replies, not sounding happy.

"Correct. We need to find out where the Devil is and put a stop to it," Elder Kettle says.

"And we need to find all of your friends before the Devil gets to them," Rainbow adds.

"It seems that our best chances to find the others and stop the Devil is to split up. Few of us will find the others around the city, while the rest needs to find where the Devil is," Mugman says.

"Sounds like a good idea," Cuphead.

Sunset thinks of it, "Hmm. Alright, I'll see if I can find out where the Devil is. If I can use my magic on King Dice or any of his henchmen, we can figure out where he is."

Applejack walks over, "I'll go. You are going to need some muscles."

"I'll go too," Cuphead says.

"He too," Hilda says.

Then Twilight says, "Then the rest of us will go find your friends, and will fight anything King Dice and his minions throw at us."

"Sounds like a plan. But what will you do with them once he find them?" Rarity asks.

The girls don't have much of an idea, but Celestia has the answer, "You can tell the others to come to my house. Elder kettle, Luna, and I will keep them there until the Devil is defeated.

"Then let's go!" Rainbow declares.

With that, the girls, Hilda, and the boys split up to different parts of the city to find The three Inkwell natives' friends, and figure out where the Devil is hiding.

Meanwhile, King Dice is walking down the halls with a smirk on his face. He walks until he is in front of a large double yellow sided door with brown door knobs on it.

King Dice opens the door, and says, "Sir, I returned from exploring the city, and I have some news."

King Dice walks in, and the door closes behind him. In front of him there is a very dark area. Suddenly, eyes appear admitting a bright yellow glow… those are none other than the eyes of the Devil.

"What is it, Dice?!" The Devil says in an evil deep voice.

"Cuphead and Mugman are here in this place called, 'Canterlot City.' Plus Hilda and Cagney. Those two meddling cups ar with seven young girls, they even know my name," King Dice explains.

The Devil growls in anger, "Those meddling ceramics brats! This will be the last time those brats meddle in my work! I want them destroyed, and bring back their souls, and don't forget to gather the souls of the others!

"And what about those girls who are with them?" King Dice questions.

The Devil evilly smiles, and answers, "I want you to spy on those girls and see what they can do!. If those girls have anything special about them… bring them to me."


	5. Chapter 5

Chapter 5: Exploring the Beach and Sea

At the beach, Rainbow Dash, Fluttershy and Mugman arrive at the to find the Inkwell characters. Fluttershy is the one who decides to come here for the most logical reason.

But Rainbow still asks, "So why are we here again?"

The three are walking on the sandy beach. Rainbow Dash and Fluttershy are both wearing their swimwear with sandals.

"Well, I think this is where we're going to find some of Mugman's friends," Fluttershy answers.

Mugman responds, "It kind of make since, I'm sure a beach close to the ocean is where we can find Captain Brineybeard and Cala Maria."

"Good point. I'll be we'll find one of them on the shore line," Rainbow says.

But Mugman asks, "But what if they're too far away to find them?"

"Then we'll just have to to take a boat out to sea," Fluttershy says.

She walks to the edge of the shore, and says, "And I can ask the sea creatures if they seen them around."

"Good idea, Fluttershy. Now make with the magic," Rainbow says.

"Alright," Fluttershy answers with a nod.

Fluttershy walks into the water as she puts her goggles and snorkel. She then dives under the water. Rainbow and Mugman remain on the beach.

"So what does this magic you're talking about?" Mugman asks.

"Fluttershy's geode has the power to talk to animals. She's going to ask them if they see a pirate or a mermaid around here," Rainbow answers.

"Oh," Mugman replies looking at the water.

A few minutes later, Fluttershy comes out of the water. As she reaches the shore, she takes off the goggles and snorkel. Rainbow and Mugman turn to see Fluttershy is back.

Rainbow asks, "So how your underwater conversation go?"

"Well, the sea turtles told me that they did saw a strange mermaid that has a purple octopus on her head swimming around the water," Fluttershy answers.

"That must be Cala Maria. But… what about Brineybeard?" Mugman replies.

Fluttershy shakes her head, "They haven't seen him or his ship, but said that they'll keep an eye on him and let us know."

Rainbow sighs, "At least we know where one of them is. Now we need to find a way to get under the water… and stay there long enough to find her."

"It's not going to be easy, Cala Maria knows her way around the water. I'm sure if we call out to her, she'll be able to come," Mugman replies.

Fluttershy and Rainbow look at each other with confused looks on their faces.

"You think that will work?" Rainbow questions.

Fluttershy thinks about it, "I don't know, but it's work a try."

Mugman stands in front of the wet sand as the water comes towards it.

Mugman calls out, "CALA MARIA!"

The three wait to see if anything is happening. Sadly, nothing seems to happen.

"Well, it looks like we're going sailing," Rainbow says.

"Looks like it," Mugman says, a little disappointed.

"Don't worry, I'm sure Cala Maria will hear us better if we get to the water," Fluttershy says, showing a reassuring smile.

"I guess so," Mugman replies with a nod.

Then Rainbow says, "So let's go to the docks and rent us a boat."

The three begin to walk along the beach to reach the docks so they can rent a boat. Suddenly, the water begins to bubble, and an octopus beings to surface.

Fluttershy turns to see the water, and gasp in shock.

"Um guys, something's coming out of the water," Fluttershy scaredly says.

Rainbow and Mugman turn to see the purple octopus is being lifted from the ocean. Soon a giant woman begins to rise from the sea, her skin is a white color, and has two scratches on her left arm. She also has pair of seashells wrapped on her chest, and a light blue tail. She lifts the tentacles up to reveal the blue color eyes.

She happily waves, and says, "Yoo hoo! Mugsy, over here!"

"Hi Maria!" Mugman happily waves back.

Dumbfounded, Rainbow says, "Well, I guess that worked after all."

"At least we found her," Fluttershy adds, trying to find a good moment.

"Yeah. I guess one good thing came out, but why she called Mugman Mugsy?" Rainbow says with a confused look.

Cala Maria swims up to shore to see Mugman.

She smiles, and says, "It's great to see you. I just woke up to find myself in a part of the ocean. Seeing there's a new place to explore, I decided to check it out,a nod I made friends with the ocean animals."

"Glad to know you're having a good time. I was worried there for a minute," Mugman replies.

Cala giggles, and says, "No need to worry. As you can see, I'm perfectly fine."

She then notices the two girls standing behind Mugman.

"So Mugsy, aren't you going to introduce me to your friends?" Cala asks with a smile.

Mugman giggles, and says, "Right. Cala Maria, these are my new friends, Rainbow Dash and Fluttershy."

"Hi you two, it's very nice to meet you," Cala happily says.

"Hey," Rainbow says.

And Fluttershy shyly says, "Hello."

"So think you two can tell me where I am? Like, I know this isn't the same ocean where I come from, and I know my friends will be worried," Cala asks, showing concern.

Rainbow nervously laughs, and answers, "Yeah. We know where you are."

"And well, we kind of have a problem," Fluttershy worriedly adds.

Rainbow Dash, Fluttershy, and Mugman explain to Cala Maria about the situation they are in. As they have their conversation, someone is watching them from the distance. Seeing the girls, cup, and mermaid, he knows it's time to strike.

After explaining the situation, Cala Maria is rather annoyed by this.

"I should have known The Devil, wouldn't give up on our contracts that easily," Cala firmly says.

"Yeah. From what happen earlier, The Devil probably have his men around here, so we need to keep an eye out for them," Rainbow says.

Then Fluttershy asks, "Ms. Cala…"

"Please, call me Maria," Cala Maria replies.

Fluttershy continues, "Maria, have you seen Captain Brineybeard or his ship around here?"

"I'm sorry, I haven't seen him or the others for that matter," Cala Maria answers while shaking her head.

"Well at least we found you before anyone else does," Mugman happily says.

"Yeah. It would make things crazy if anyone sees a big mermaid around," Rainbow adds.

"Oh… I'm not that big," Cala scoffs it off.

"That not what Rainbow means. She means that you are so tall, anyone would notice you. Everyone would wonder why there's a mermaid is here," Fluttershy clarifies.

Maria giggles, and says, "I know, I'm just teasing."

"Ether way, you need to find somewhere to hide until we find a way to get you all home. And keep an eye out for King Dice and the others. They're around here this way," Rainbow says, taking the situation seriously. She then looks around.

"More closer than you think kid," A strange voice appears.

Hearing the voice, the group stand alert. Suddenly, something begin to revolves around each of the.

Recognizing them, Mugman exclaims, "Look out!"

Mugman Cala Maria, and Rainbow Dash dodge in time, but Fluttershy ends up getting tied up something hard and they're hurting her.

Looking down at what catches her, Fluttershy scaredly ask, "A-a-are those… Rabbit skulls?!"

"Hopus Pocus!" Mugman confirms.

Just then, a top hat floats to the group. Then a white rabbit pops out with weirded yellow eyes with light blue irises, buck tooth teeth, whiskers, and. He is wearing a long sleeve light blue coat with matching pants, a white shirt, and a red bow tie. He is holding a magic wand.

the rabbit evilly laughs, and says, "Ladies and gentlemen, welcome to my latest magic show. And my first one is to make this sweet little lady…"

Hopus uses his wand to levitated Fluttershy come, "Disappear."

Not wanting to happen Rainbow uses her super speed as she shouts. "Get your skulls off of her!"

Rainbow then jumps and punches the rabbit in the face. That makes Hopus lose focus of his magic, and Flutters falls from her restraint. Mugman runs, and catches Fluttershy, but ends up falling on the sand.

Fluttershy smiles, and says, "Thank you Mugman."

She gives Mugman a kiss causing him to blush a little.

"You're welcome," Mugman says, feeling embarrassed.

Fluttershy stands up, and help Mugman get on his feet.

Rainbow runs to Fluttershy, and worriedly asks, "Are you alright, Flutters?"

"I'm fine. Thank you for saving me," Fluttershy replies with a smile.

"No problem. That was friends are for," Rainbow says with pride.

Just then Hopus Pocus laughs and says, "Well, it looks like you two do have special magic up your sleeves. In that cause, I'm sure the boss will be pleased to have his run away debtors along with two magical girls."

The four gasp in shock to hear what the rabbit says. He's not only going to take Mugman and Cala Maria by force, but Rainbow and Fluttershy as well.

Mugman stands in front of the girls in defence, "I'm not going to let you take any one of their souls. Not while I'm around."

"So the little cup wants to challenge me, eh?" Hopus remarks.

Rainbow says, "And he has some help dealing with you."

"Um well, yeah," Fluttershy adds, trying to be brave.

"You will have to fight us in order to get us, "Cala Maria adds.

Hopus laughs, and says, "Well it looks like I'm to have quiet a show! Then let's the magic begin!"

Hopus uses his magic wand to make card suits fly right at them. The four dodge out of the way, Fluttershy is scared as it happen. Mugman decides to use his magic to blast the rabbit while dodging the suits.

Hocus then makes the rabbit skulls appear again to capture them, but a Rainbow uses her super speed to dodge them, and carry Fluttershy.

Cala Maria then uses her power to create a giant spout of water, and aim it at the rabbit. However, Hopus uses his wand to make himself disappear before the water can hit him. Then reapers when the waves disappeared.

Cala Maria then grabs a big yellow fish and squeezes it so it can spout out spiked balls. The balls begin to bounce to the rabbit, but hides in his hat. Mugman then launches his attacks as well.

Hopus pops out and mocks, "Nah nah nah nah nah, you can't catch me!"

Rainbow growls in anger, "I'll show you, you overgrown magician's pet!"

Rainbow the uses her super speed to beat the stuffing out of the rabbit. Hopus uses his wand to attack Rainbow with the suits and the clubs, but Rainbow's super speed make it impossible for his attacks to hit.

Rainbow jumps up, and gives the rabbit a hard kick on the head. Then Mugman uses his special attack, spraying a tsunami of white liquid from his head. The rabbit falls out of his hat and rolls back until he lands on his own back. Hopus grown in pain.

Rainbow chuckle with a smile, and says, "Well, it looks like it's the end of you rabbit."

"Yeah. I think it's time for your next act is for you to disappear," Mugman adds.

But Hopus jumps back on his feet, and unleash four rope of handkerchiefs from his sleeves. The rope coil up the four, and tie the, pretty tight.

Hopus laughs, and says, "Sorry kid, but I still brand new magic tricks up my sleeve. Now you two debtors are going to pay your debts. And as for you two girls… I'm sure the boss will find good use for you."

Rainbow struggles against her restraints, "You'll never get away with this!"

"Oh but I already have. Now you will be coming with me," Hopus remarks.

Suddenly someone shouts, "Aim… FIRE!"

And then a very loud…

Boom!

A black cannonball hits Hopus Pocus on the head, sending him back and loses his ropes. The four ropes become loose and fall down from their bodies.

Fluttershy turns to Rainbow, and asks, "Where did that come from?"

"I don't know," Rainbow answers, looking confused.

Mugman turns to the water and shows a big smile as he shouts, "Look!"

The three look at the water to see a big red ship sailing right towards them. Standing at the bow is a man with a short black beard and a bright red nose. He is wearing a gray long sleeve shirt with yellow lining a the ends of the sleeves, a black belt with a yellow buckle, red pants, an earring on the left ear, an eye patch on the right eye, a red and yellow striped bandana on his head, and two peg legs.

"Ahoy! Ye thinks you all can use a hand," The pirate captain says.

"Briney, you're here!" Mugman happily cheers.

"Of course I'm here. I woke up to find myself with a new ocean to explore, but it seems I came in time to saved you and your friends from this scalawag," Brineybeard says.

"You can say that again," Rainbow replies.

With a smile, Fluttershy says, "Thank you for saving us."

"It's no problem. A friend of Mugman is a friend of mine," Brineybeard.

Suddenly they hear groaning sound, like someone is in pain. They turn to see Hopus Pocus is starting to sit up and rubs his head due to the impact on the cannon ball.

He becomes stunned to see the four are free and have an addition to the group. They look at the him with stern looks on their faces.

Hopus nervously laughs, and says, "Uh… I was just uh, joking about kidnapping you guys huh. Let's just forget this whole thing and you simply come with me."

Cala Maria huffs, and say, "I say you get out of here and go back to your boss before I become a gorgon and turn you into an undersea statue."

Hopus gulf to hear this statement.

He gets up, and says, "Alright, I'll go. But the boss will not be pleased about this."

Hopus jumps back in his hat, and it disappears in a whole in the ground. Hopus has been defeated, and they won't have to worry him showing up. At least… For now.

Rainbow speaks up, "Well, at least he's gone."

"Yeah. For now," Mugman replies.

After this little fiasco, Rainbow and Fluttershy explain to Brineybeard about what has happen and about him and the other debtors being endanger.

"Sounds to me like you and your friends have quite a journey ahead of ye," Brineybeard says.

"That's right. You and Cala Maria need to hide somewhere until we can find a way to send you all back home," Fluttershy says.

Then Rainbow says, "And you need to watch out for King Dice and those other guys. They can come back at any time."

"We understand. Well go find somewhere close by so you can find us and we'll hidden. But you have to be careful girls, The Devil and King Dice are dangerous beings to have as an enemy, and will do what it takes to get ride of anyone who seems like a threat," Cala Maria advise.

"Don't worry, we'll find everyone and stop the Devil before he can do any damage to this world," Mugman says with a smile.

"Now it seems be better get going. Hope to see you kids around," Brineybeard says.

His ship comes to live, and rides ways to find a place to hide itself.

Cala Maria leans to the three small kids, and says, "Bye girls. Good bye, Mugsy."

Then Cala Maria gives Mugman a kiss on the cheek causing him to blushe that his cheeks are turning red. Then Cala Maria swims away to catch up with Brineybeard.

Fluttershy giggles, and asks Mugman, "I think she likes you."

"Yeah. I… I guess so," Mugman shyly replies.

Rainbow takes out her phone, "I'm going to text the others about Cala Maria and Brineybeard are found, and about our little fight with Hopus Pocus."

Fluttershy nods her head in reply.

"Make sure you ask if they found the others," Mugman says.

Then Fluttershy, "And warn the others about what Hopus Pocus said."

Rainbow nods her head in reply. Rainbow then begins to send a text to the others about what happened at the beach. They are glad they find two, but know there are more that needs to be found. What's more, if what Hopus Pocus says is true, the others might be endanger as well, especially seeing what kind of powers Rainbow display.


	6. Chapter 6

Chapter 6: Everfree's Dragon

Driving the van into the woods, Rarity, Twilight, and Pinkie are heading to the Everfree Forest to find the Inkwell residence. They will have to stop at Camp Everfree first, since it's the only place where they can park the car at. Rarity drives the van as Twilight is sitting on the passenger seat using her phone to get information about the Cuphead game, and Pinkie bouncing on her seat with a smile.

Pinkie happily says, "Ooh, I can't wait till we get back to Camp Everfree. It's been awhile since the last time we were there."

"Yes Pinkie. I remember. I wonder how Gloriosa and Timber are doing," Rarity replies.

"I'm sure they're doing fine. At least, I hope so. He just suspect that one of Cuphead's friends might be in the woods," Twilight replies.

She blushes a little, and says, "But it will be nice to Timber again."

"Of course you are. He is your boyfriend after all," Rarity with a smug on her face.

Twilight's cheeks turn red, and quickly says, "He's no my boyfriend. He's my friend… who happens to a boy."

"That sounds like a boyfriend to me," Pinkie happily replies.

Twilight blushes so much that her face looks like it's going to turn red. Then covers her face feeling completely embarrassed.

Pinkie and Rarity start giggling to see Twilight face is changing color and how embarrassed to like someone.

Sometime later, they arrive at Camp Everfree. Rarity parks the car on the dirt road, and they jump out of the car. After everyone is out of the car, Rarity locks her van, and follow Twilight and Pinkie to the log cabin close by.

Twilight reaches the door, and says, "I hope they're home."

Twilight knocks on the door to see if Timber and Gloriosa are home. So far, no one is answering. Twilight knocks a few time again, but no one is answering.

"Hmm, maybe they aren't home. They probably went out or something," Rarity says.

Pinkie points out, "Actually, Timber is walking right towards us."

The girls walk over to see Timber coming this way, more like running this way.

Twilight calls out, "Timber, over here!"

Timber walks to the cabin to see Twilight and the girls here.

He smiles to see Twilight, and says, "Twilight, what are you doing here?"

"Well… um… this is going to sound silly, but did you see anything unusual today?" Twilight asks, blushing with a smile on her face.

"Well, your unexpected visit is something different, but I'm glad that you show up. I do wish I know ahead of time," Timber replies with his cheeks blush.

Timber and Twilight blushes and smiling at each other.

With a grin, Rarity says, "Adorable."

Pinkie giggles in reply.

Twilight and Timber snaps out of their love daze towards each other, and focus on the question.

"To be honest, something did weird happen this morning," Timber answers.

"What will that be?" Rarity asks.

"Well it depends, have any of you see a sick green dragon before?" Timber responds with an unsure expression in his face.

"A green dragon?!" Pinkie exclaim in shock.

Timber nods his head, and says, "Yeah. It happened this morning."

Timber remembers what has happened this morning. Gloriosa and Timber are having breakfast. They have eggs, fruit, hash browns, toast, and some sausages.

"Sure is a good breakfast sis," Timber says.

"Glad you like it. So what do you want to do today?" Gloriosa asks.

Suddenly, they both begin to hear groaning sounds. Whatever it is, the groaning sounds very loud.

"What was that?" Gloriosa asks.

"It sounds like it's coming from outside," Timber suspects.

Timber and Gloriosa quickly head outside to walk around to figure out where the sound is coming from. There are moaning and groaning in pain around the woods.

Gloriosa hears the sound, and says, "It's coming from the direction of the rock quarry."

Gloriosa head to the pathway that will lead them to the rock quarry. Timber quickly follows her.

Gloriosa walks down the path and hear the noise getting louder. She finally hears the groaning coming from the bushes. Gloriosa pushes the bushes to opposite sides to see what making the noise. When she looks ahead, she lets out a gasp in shock.

Just then, Timber walks over, as he asks, "Gloriosa, are you alright? Did you find…"

Timber looks to where Gloriosa is looking and lets out a gasp in shock.

They see a big green yellow green dragon with pale yellow stomach and long jaw, and stubby limbs with white claws, big green wings, a long tongue sticking out of his mouth, and white spikes on his back and tail. The dragon is laying on back rubbing his stomach and doesn't look very good.

"Is that… a dragon," Timber asks in shock.

"I think it is, but…" Gloriosa says, and looks at the dragon.

The dragon continues to rub his stomach, and stags his tongue, and his scale looks a little pale.

Gloriosa walks past the bushes, "That dragon doesn't look too well."

Gloriosa leaves from the hiding place and walks to the dragon.

Freaked out, Timber whispers, "Gloriosa, come back!"

Gloriosa walks to the dragon who is groaning and continues to rub his stomach.

Gloriosa worriedly asks, "Excuse me Mister Dragon, are you alright?"

The dragon looks at Gloriosa and answers, "No. I… i think I over ate last night, and now I have a tummy ache."

"Oh you poor thing. But don't worry, I got this," Gloriosa says with a smile.

Then she says, "We can get you something to help settle your stomach."

"Thank you. And… who are you?" The dragon asks.

Gloriosa smiles, and says, "I'm Gloriosa Daisy, it's nice to meet you. And the boy hiding behind the bush is my brother, Timber Spruce."

Gloriosa turns, and calls out, "Timber, you can come out! I think he's a friendly dragon!"

Seeing how things are going, Timber decides to agree with his sister, and leaves the hiding spot. He then walks to Gloriosa.

He looks at the dragon, and says, "Uh hi. It's nice to meet you. I'm Timber. What's your name?"

"My name is Grim Matchstick, but my friends just call me Grim," The dragon names Grim answers.

"Grim, that's a nice name," Gloriosa comments.

Timber has a different opinion, "Grim Matchsticks?"

Gloriosa whispers, "Timber, don't be rude?"

"I'm not. His name sounds very familiar, but can't put my finger on it," Timber whispers.

Gloriosa thinks about ti, and says, "You know, I think your right."

Suddenly, Grim feels sick to his stomach again, and groans even louder.

"Aww poor guy, he really doesn't feel good at all," Gloriosa says, feeling sorry for Grim.

Gloriosa turns to Timber, and says, "Timber, go back to the house and get some medicine for him, and maybe some ginger ale for his stomach?"

"Right," Timber says.

Timber hurries down the path to get medicine from the house.

After the flashback, Twilight and the others are surprised to hear Timber's story.

"And that's pretty much what happen," Timber says.

Twilight asks, "You said his name is Grim Matchsticks?"

"Yeah," Timber answers.

Rarity speaks up, "Timber, we know what dragon you're talking about."

"Really?" Timber questions.

"Yeah. Grim Matchsticks is the green dragon who lives in a castle in the Cuphead Video name," Pinkie happily answers.

"Huh?" Timber replies with a confused looks.

Twilight ignores Pinkie's statements, and asks, "Can you take us to him?"

"Sure. but I think Gloriosa and I deserves an explanation," timber answers.

"Of course darling," Rarity replies.

Then Timber says, "But first, I need to get some medicine for our scaly friend here."

The three nod their heads in reply.

By the rock quarry, Gloriosa is watching Grim, who is still having stomach trouble.

"It's okay Grim, Timber will be here with the medicine soon," Gloriosa reassures.

"I hope is soon. I don't feel good," Grim sickly groans.

Gloriosa turns to see Timber bringing a bag full of medicine and ginger ale. She becomes surprised to see Twilight, Rarity, and Pinkie are with them.

"Oh hi girls, I didn't expect you to be here," Gloriosa happily says.

"Yeah. Timber told us about your new friend, Grim has a stomach ache," Twilight says.

"Yeah. He really doesn't feel so good," Gloriosa sadly says.

Timber holds out the bag, "Don't worry, I got the medicine and ginger ale. Anyway, Twilight and the others have an answer to our mystery."

Twilight, Rarity, Pinkie explain to the three about their situation. After they finish, the three are rather surprised.

Gloriosa is the first to say, "I thought that name is familiar, you're the dragon from the game."

"It seems so, but I'm glad to be in a forest. I do like my castle home, I love wide open spaces. It kind of pains my stomach knowing I'm unable to fly like that," Grim says.

"Don't worry darling, we'll help with your stomach problem and help you get back to your castle," Rarity says.

Twilight hears her phone vibrating and looks to see the message from Rainbow.

As Twilight takes a look at the message, Pinkie says, "Yeah. Were also glad that we got to you first before any of the Devil's lacky could get here. And I'm sure we won't have any more problems."

After reading the message, Twilight gulps, and worriedly says, "I wouldn't be too sure about that. I just got a message from Rainbow. And… there is good news and bad news. And well, worse news."

"What's the good news?" Rarity asks.

"They found Cala Maria and Captain Brineybeard at the beach," Twilight answers.

"Whoa hoo!" Pinkie cheers.

Timber frowns, "What's the bad news?"

"Apparently one of the Devil's minions, Hopus Pocus attacked them at the beach. Luckily, Captain Brineybeard saved them," Twilight answers.

Gloriosa nervously asks, "And what's the worse news?"

"After having the battle with the rabbit apparently…" Twilight nervously says.

Then scaredly shouts, "The Devil wants us!"

"What?!" Pinkie and Rarity exclaims.

"I know. But from what Hopus told them, he knows about us having magic and wants us to be brought to him," Twilight explains.

"Oh no!" Rarity worriedly says.

Gloriosa sniffs something that is in the air, "Uh guys, did you smell something? And what's with the smoke?"

The other hear her and look to see some kind of smoke in the sky. When they smell the air, there is a unsettling smell.

"Whatever it is, it doesn't smell good," Timber answers.

Rarity says in disgust, "Eww, what is that horrible smell?!"

"It smells like… like… a cigar," Pinkie answers, while holding her nose.

"A cigar?" Twilight questions.

Timber looks at the frees, and says, "I think the situation just got worse."

The girls and Grim look in the trees and gasp in shock to see what appear. It's giant cigar. It has a gray ashy top, yellow eyes and teeth, black eyebrows, and a brown nose with a black tip.

The cigar chuckles, and says, "Hello ladies, my name is Mr. Wheezy and I'm here to smoke things up."

Mr. Wheezy takes a deep breath and blows smoke at the girls and Timber. They cough as the smoke surrounds them, and are not pleased with it at all.

"Ugh, that's disgusting!" Timber says in disgust.

Pinkie coughs, and shouts, "It's bad!"

"Cigar smoke smells awful," Gloriosa says.

Rarity makes her diamonds appear, and use them to fan away the cigar smoke. Soon enough the place is clear.

"That was awful," Twilight replies.

"Smokes are really not good for you," Gloriosa comment.

Mr. Wheezy chuckles, and says, "Too bad you are unable to take in the smoke and smell, but I'm here to collect you girls and the dragon here. However, I think I'll take these two along with me."

Rarity becomes very steamed, and scolds, "You my sir are a ruffian and a cur, and I have half a mind to find whoever is responsible for such a clearly insufficient upbringing and rearing and give that individual a rather significant piece of my mind! Are we quiet clear on this matter?!"

"Uh yes?" Mr. Wheezy answers, looking skeptic.

"And furthermore, I daresay that I might just report this behavior to…" Rarity continues.

But think about it, "Oh, which officials are tasked with regulating this sort of this because…"

"Let me tell you…" Rarity adds in anger.

Twilights puts her hand on Rarity's shoulder and says, "Um Rarity, you can calm down now."

Timber whispers to his sister, "Wow, I never seen Rarity this mad before."

"I know," Gloriosa replies.

Mr. Wheezy tries his best to be calm, and says, "Um look, how about I just leave and uh see to my boss about what you said."

Mr. Wheezy disappears down a hole without putting up a fight.

"Wow! That what… unexpected?" Pinkie questions.

"At least he and his smoke are gone. That was not a very pleasant smell," Gloriosa says.

Suddenly, they hear a voice saying, "Now that's what I call being aggressive with words. And I thought I'm the one who acts aggressive."

The gang look around to see if there's anyone around.

Rarity firmly asks, "Friend or foe, whoever you ask?"

Just then three giant vegetables pop out of the ground. There is a wrinkly brown potato with eyes a mouth and arms. A yellow onion with blushing red cheeks, a purple nose, arms and eyes. Finally, there is a big orange carrot with green leaves, eyes, and arms with hands.

"Um well, we're friends. We… we hope that you're friends too," The onion shyly says.

The gang sigh in relief.

Well Pinkie happily shouts, "Hey it's The Root Pack: Moe Tato, Weepy, and Psy Carrot."

The three vegetables look at them with confused looks.

"How you know our names?" Psy Carrot asks.

Twilight interjects, "It's kind of a long story."

Twilight, Rarity, and Pinkie explain to everyone what is going on, and the kind of danger they are in.

"So that how it is? The Devil is not only after us who refused to pay his debt, but you girls are being targeted because of your magical abilities," Moe says.

"T-t-this s-s-sounds s-s-serious," Weepy replies.

"I know. The Devil is going to spread his wrath in this world if we don't do something," Psy replies.

Then Twilight says, "We know. But don't worry, we already found Cagney, Hilda, Goopy, Cala Maria and Brineybeard. And now we found you and Grim."

"Unfortunately, he is suffering from a stomach ache. It's a good things we didn't get into a fight with that ruffian of a cigar," Rarity says.

"And Gloriosa and Timber will watch over you guys until we find the others, deal with the Devil, and get you all back home," Pinkie says.

"That's what I like to hear. And since Cuphead and Mugman are with you, you three should have too much trouble," Moe replies.

"Yeah. But from what Rainbow explained, the Devil has interest in me and my friends," Twilight says.

"This is rather unsettling knowing that we're targets for a villain and will do horrible things to us if we're in his clutches," Rarity worredly says.

"Well as long as we work together, we'll have nothing to worry about, "Pinkie happily says.

Twilight takes her phone out, "I'll let the knows know that we found you guys."

"And maybe you guys can stay with us at Camp Everfree for a little while," Gloriosa suggests.

"The camp might not be big enough for them, but we could try making some room," Timber says.

Twilight begins to text an important message to the others about the search and them almost being attacked by one of the Devil's men. She knows the others are having luck finding the other debtors, and hopefully deal with the casino employees.


	7. Chapter 7

Chapter 7: Two Frogs, A Robot, and an Actress of Crystal Prep

Sunset, Applejack, Cuphead, and Hilda are walking down the sidewalk to figure out a plan to find where the Devil is. So far, they haven't run into the Devil's minions or even Cuphead and Hilda's friends. They decide to continue searching as they walk down the sidewalk.

Applejack sighs, "This is gettin' difficult to find those friends of yours. A bunch of different creatures to look like animals, object, or dressed differently will stick out like a sore thumb."

"True. But remember, they have been scattered around the city, and the Devil is making sure his minions are hidden until the debtors are found," Sunset replies.

"True. But still, if you were someone who just end up in a different world, where would you go wanna go?" Cuphead says, trying to think.

Hilda raises her hand, "I could try flying up in the air to see if anyone is around."

"True. But we don't want you to drag attention to yourself," Applejack replies.

"I guess so," Hilda replies.

She then questions, "Humans in this world aren't too familiar to strange happenings, aren't they?"

"Well, not as much anymore since magic first came to this world," Applejack answers.

"I see," Hilda replies.

Cuphead looks around the city, and it's very different than his home in Inkwell Isle. He then notices a brown building with parts of. Blue crystal wall, and a turquoise roof of different shades.

Curious, Cuphead asks, "Hey Sunset, what that place over there?"

Sunset, Hilda and Applejack look at the building.

Sunset is the one who answers, "Oh that's Crystal Prep Academy, it's another high school around the city."

"Yeah. Twilight used to go to this school until she transferred to Canterlot High," Applejack adds.

"Really now, that is a fancy looking school there," Hilda replies.

"Yeah. We kind of an interesting history with the school. At first, both schools saw each other as Rivals, but now we all become a little closer. Well, as close as we can be," Applejack explains.

Curious, Cuphead asks, "There's more to it, isn't it?"

"You're right about that. We competed against the, at Canterlot High during the Friendship Games. That's how we met Twilight. The problem is that magic got in the way, and Twilight ended up getting corrupted by the magic she accidentally took from us," Sunset explains.

Then Applejack sternly, "And its Principal Cinch's fault for accusing us of cheating and manipulated Twilight into winning the games for Crystal Prep."

"But everything's fine now, Crystal Prep began to get along with us and Twilight became our friend and transferred to our school," Sunset quickly adds.

Hilda calmly says, "That's quite a story."

"Yeah. And I thought me and my brother had it rough," Cuphead replies.

"Yeah. But still, we ended up becoming friends with the students of Crystal Prep and don't think too much about winning," Sunset replies.

Applejack suggests, "Speaking of which, think we should check it out to see if any of your friends at the school?"

"Good idea Applejack. Let's go," Cuphead says with a smile, and quickly run towards the school grounds.

Sunset and the others run after him.

Cuphead decides to run around the school to see if there's anyone behind it. After running quickly, Cuphead is able to reach the back of the school, and is surprised at what he is witnessing.

He sees two big wood frogs that he recognize. The larger one is brown with pale brown underlines. He wears a maroon belt, brown boxing gloves and red leggings. The other one is a shorter green frog with the same pale green underlines. He is wearing red gloves, a red belt and white leggings.

Cuphead surprisingly shouts, "Ribby and Croaks!"

The rest of the group reach Cuphead to see the two big wood frogs with a two Crystal Pep, and they're someone Sunset and Applejack recognize.

"It's that… Indigo Zap and Sour Sweets?! Applejack questions with a confused look.

Sunset says, "Let's see what's going on."

The four begin to head towards the two frogs and students. When they get closer, they see Ribby and Sour Sweet are sitting on the bleachers while Croaks and Indigo Zap look like they are boxing with each other. More like Croaks is teaching Indigo how to box.

"Alright kid, you gotta really bring your body forward and put a lot of force on your arms," Croaks says.

Indigo raises her fist, and asks, "Like this?"

Indigo brings her body forward, and gives Croaks a good punch on his boxing glove.

"That's good. But remember to keep yourself in balance," Croaks says.

"Got it," Indigo replies.

"Alright kid, here it come," Croaks says.

He stands on his foot and begins to spin his upper body like an electric fan. Indigo tries her best to keep her balance, but is swipt away by the wind. She continues to roll until she lands on her back. Feeling a bit dizzy, Indigo shakes her head to her her vision back.

When Indigo looks up, she can see Sunset, Applejack, and two more figures.

"Hey Applejack. Hey Sunset. I didn't expect you to be here today," Indigo says.

"Well, we thought it will be a good idea to check the school to be sure nothin' crazy going on. Only to find you boxing with Croaks," Applejack says.

Indigo stands up, "We're not really boxing. He's giving me lessons."

"Yeah. The kid is tougher than she looks," Croaks comments.

Indigo notices Cuphead and Hilda, and asks with a confused looks, "So why are you with Cuphead and Hilda Berg?"

Sunset speaks up, "It's kind of a long story."

Sour Sweet and Ribby arrive and Sunset along with the others explain to the two girls and two frogs what is going. The four are rather surprised to hear what is happening.

"Wow! It seems that magic has decided to make the day full of surprises," sour says.

Then angrily mutters, "Why does it always happen in this town?"

"We're hoping to find the others before the Devil and King Dice find them," Cuphead says.

"At least we found you two frogs. But what were you doing hanging out with two little girls?" Hilda wonders.

"We were practicing for a match before they come to the field of their school," Ribby says.

"And this little spirited girl like to learn boxing so we decided to give a few lessons," Coraks adds.

"Yeah. They were also going to teach me on how to deal with southpaws," Indigo eagerly adds.

"That does sound interesting, but we wonder if you see anyone else here today," Applejack replies.

Sour thinks, "I think I remember Sugarcoat talking to that scientist and his robot from the gang."

"And Sunny and Lemon went off with this actress chick with the umbrella," Indigo.

"That sounds like Sugarcot is with Dr. Kahl and his robot," Sunset says.

"And Sunny and Lemon are with Sally," Cuphead adds.

"It sounds like we're on the right track," Hilda replies with a smile.

Then Sunset asks, "Where are they?"

"Sugarcoat and Dr. Kahl are in the trees over there. His robot is having problems and Sugarcoat is trying to help him fix it," Sour says.

"And Sunny, Lemon, and Sally are in the school auditorium. I think Sally is helping them with some acting for the school musical two weeks," Indigo answers.

Cuphead looks at the school, and calmly says, "More like they're running and screaming towards us."

Sunset and the others look ahead to see Sunny Flare, Lemon Zest, and Sally Stageplay are running towards them screaming and looking scared.

"What in the hay is going on here?" Applejack asks.

"And think the ones behind them is what going on," Sunset points out.

The others look closely to see the three females are being chased by a… skeleton horse riding on something that looks like a flying saucer. There is also a domino the top is a man's face and the one on the bottom is a woman's face.

"It's Phear Lap!" Hilda shockley exclaim.

"And Pip and Dot," Cuphead adds.

Sunny, Lemon, and Sally reach the two frogs and girls, only to find four more are with them.

Lemon happily says, "Hi Sunset. Hi Applejack, nice to see you two here."

"Less talking, more running for our lives," Sunny bluntly says.

Croaks gets in front as he winds up his arm, "I got this."

When Phear Lap gets close to the group, Croaks gives him a good punch in the face. Then Cuphead uses his magic from his finger to hit Pip and Dot.

The three end up falling to the ground. Once they get up, they can see who has hit them.

Pip groans, "Great, Cuphead is here."

"And it looks like he got himself two girlfriends," Dot adds.

Cuphead, Sunset, and Applejack cheeks blush in reply.

"Seriously," Indigo bluntly replies.

Phear Lap comes forward, and says, "Enough, we need to get those debtors, and the Devil want these two ladies."

Sunset and Applejack become weary when Phear Lap is pointing directly at them.

"Why do you want with us for?" Applejack asks.

"That's for him to know, and you girls to find out. After we bring you to him," Phear Lap says.

Ribby and Croaks get in front of them, "Not gonna happen!"

"That what you think," Pip says.

Phear Lap releases flying presents at them. Cuphead, Ribby and Croaks attacked the boxes, but horseshoes come out of it. Everyone begin to dodge as they fear them getting hit.

Sunset turns to The four Crystal Prep girls, "Guys, we need to get out of here before we end up getting smacked by the fight."

"Don't need to tell us twice!" Sour screams.

Hilda, Sunset, and Applejack lead Sally and the Crystal Prep girls away from the high.

Croaks, Ribby, and Cuphead continue to fight Phear and Pip and Dot. Pip and Dot throws different twelve sided dices at them, and have their birds after them. Then Phear Lap continue to launch his flying presents at them.

Sunset, Applejack decide to the others into the forest to hid until this whole fiasco is over.

Suddenly, something begin to rise up in the trees. There is a giant robot about thirty feet tall.

"Is that the robot?! It's a lot bigger in person!" Applejack exclaims.

"But what's it doing here?" Sunset asks.

The robot walks out of the tree, and make its way to the field. The fight is put to a halt to see the robot is walking right towards them.

The robot kneels down, and grab Phear Lap, and Pip and Dot in its hand. The robot winding his arm, and throws the bad guys away.

"Woah! That was so awesome!" Indigo shouts in excitement.

"Yeha. That robot saved us," Sunset adds.

The robot lifts his hand to his head, and his head open to reveal Sugarcoat and Dr. Kahl.

Dr Kahl smiles, and says, "Hello guys, I finally finish fixing up my robot's gears and difficulties. I'd say I finished it just in time to give the Devil's men the robotic boot."

Cuphead shouts from below, "We really appreciate it."

Dr. Kahl jumps on his robot's hand, and help Sugarcoat get on as well. Then the robot lows th hand to the ground, and the two jump off.

Sugarcoat calmly says, "Hello girls, didn't expect to see you here."

"We're glad to see you Sugarcoat, and glad you are safe," Applejack says.

Sally comes into the scene, "Now can someone tell us what is going on? This is a bad time for me to end up in a different city when I have a show to do tonight. Although, I could try scheduling a performance in this town."

"Long story short, Equestrian Magic send you and your friends into Canterlot City. the Devil, King Dice, and you already know his minions are here as well. He wants to take your souls and for some reason are after me and Applejack," Sunset explains.

"I knew magic has something to do with it," Sour speaks up.

"Not helping," Sunny mutters.

"Still, Sally is a great singing and actress. She's teaching me and Sunny how to perfect our acting and music," Lemon says.

Sally giggles, "I just love to teach fellow upcoming actresses and music players."

"But still, I get the reason why the Devil want Cuphead and the other debtors souls, but why he want you and Applejack," Indigo asks.

"That what we don't know," Hilda says.

Then Sunny wonders, "But still, I thought the contracts were burned during the ending of the video game. Why is he trying to get the souls even though the contracts are destroyed?"

"Uh Sunny hello! This is the Devil we're talking about. He's a gambler, a deal maker, and if I must say, not a very good guy to make an enemy out of. I doubt he cares if the contracts are burnt or not," Lemon says.

"Shes' right. The Devil has been sending King Dice and his other minions all over town to capture us," Cuphead says.

But Hilda adds, "It seems we have a more serious matter here. After the messages we receive from the others, it seems that the Devil is after Sunset and her friends."

"Seems like it. Phear Lap did mention about being them along with us who refused to pay the debt," Ribby says.

"But them girls aren't in debt at all, so why would the Devil be after them?" Croaks wonders.

"Well whatever it is, the Devil won't stop until he has us all," Dr. Kahl says.

Sally nods her head, and says, "Yes. This is a crucial situation."

"But… why does the Devil want with us? From what Rainbow explained to us, he has taken an interest of us and wants to know if we're special," Applejack asks.

"I wish I knew Applejack. I really wish I knew," Sunset says.


	8. Chapter 8

Chapter 8: Two Sweeties Making Sweets

After finding some of the characters from the game and encountering with enemies from it, the gang decide to meet Sugarcube Corner so they can come up with a new plan. Sunset and her group walks to the cafe. Fluttershy and Rarity drive their cars, and park in front of the cafe. The group are back together again at the front of the cafe.

"So we all know that the situation has become serious and that our lives is really at stake," Sunset says.

"Yeah. Those jerks are not only interested on getting the souls from the debtor, but now they're trying to get us," Rainbow says.

"I just can't gettin' the feelin' that King Dice is the one who ratted us out, and his minions probably told him about us having' magic by now," Applejack sternly suspect.

"I wouldn't put it past him," Cuphead agrees.

"So what do we do now?" Mugman asks.

"We need to find the rest of your friends before The Devil and his men get to them first," Twilight says.

Then Pinkie happily says, "But first, let's go get something to eat. We haven't ate since this morning."

Soon Cuphead and Mugman's stomach begin to growl as well as everyone else's.

Rarity giggles with blushing cheeks, "I guess we could take a little lunch break."

"I agree," Fluttershy says.

Then Applejack says, "I reckon we should keep up our energy after searchin' around all mornin'."

"Let's grab some grub!" Rainbow shouts in excitement.

Pinkie opens the door to the cafe and everyone head inside. Once all of her friends are in the cafe, Pinkie goes inside and close the door behind them.

However, everyone let out a surprising, "Huh?!" when they see who is in the cafe.

They see a woman dressed in a red, white, and light pink color outfit, a princess hat, and gloves. She is brown hair and green eyes. She is with Mrs. Cake at the counter. Playing with the twins, Pound Cake and Pumpkin Cake is a big bumble bee with a yellow and black striped skirt, wears lipsticks, and a crown on her head. The twins seem to enjoy playing the giant bee.

"Baroness Von Bon Bon?!" Cuphead exclaims.

"Rumor Honeybottoms?!" Mugman adds in shock.

"What are you two doing here?!" Hilda adds.

Bon Bon and Rumor look at the three shocked friends with surprised expressions.

"Hello everyone, what brings you here?" Rumor asks with a smile.

"What are we doing here?!" What are you two doing in the cafe?" Rainbows questions with a glare.

"Yes. Why are Baroness Von Bon Bon cooking with Mrs. Cake?" Rarity asks.

"And why are you playing with the twins?" Pinkie adds.

"Well, if you must know?" Rumor and I ended up in this city for some reason, and bump into each other here. Then we decided to get something to eat, only we don't have money to pay for it. Mrs. Cake is letting us work off the meal she gave to us. I personally don't mind because I love making sweets and deserts anyay. Rumor decides to take care of the twins, which she is very pleased to," Bon Bon explains.

Pinkie giggles, "I can see why you want to look after the twins. They are so cute, but they can be quite a handful."

"It can't be more than a handful than watching over the hive where your thousands of sons and daughters living there, and working on our news and honey business at the same time," Rumor says.

The girls blink in reply.

"Wow! I heard the expression busy bee, but that brings the new meaning to it," Applejack says.

"And how exactly you have that many kids and able to run two businesses at the same time?" Sunset asks.

Fluttershy interjects, "I know…"

Fluttershy brings out a chart that has the pictures of a queen bee, and many different sections of bees.

Then Fluttershy explains as she goes over the chart, "A hive can only have one queen, and that queen is the only one that can lay eggs to bring new generations to the hive. A queen bee can lay about two thousand eggs within one day. Then when the bees grow up, they either become worker bees to make the honey for people to eat but mostly for themselves and the babies, guard bees to protect the hive, nurse bees to take care of all the babies, and there are special bees that go out of the hive to search for nectar to bring back to the hive so the worker bees can make honey. That's is how she has so many kids"

Rainbow whistles, "About two thousand eggs to lay in a day."

"That's a lot of mouths to feed," Applejack adds.

"Yes. But I was able to manage, and the other bees are able to help me," Rumor says.

"Well, it seems that you're pretty good with kids," Twilight says.

"Thank you," Rumor replies.

The twins smile and laugh as Rumor continue to rock them.

Bon Bon and Mrs. Cake comes to the table with trays full of chocolate chip cookies, muffins, cupheads, and brownies.

"We just finish with some baking. He had to close for a little while because the lack of sweets. But thanks to Bon Bon, we were able to make more with no problem," Mrs. Cake says.

Then says, "I'll let you all continue with your chat and I'll be in the kitchen if you need me."

"Okay," Pinkie happily says.

Bon Bon puts the treats on the counter and sits with the others while Mrs. Cake takes the deserts to the kitchen.

"So boys, what happen? Mind telling us how we got here?" Bon Bon calmly asks.

Cuphead scratches the back of his head, "Well, it happen something like this…"

Cuphead, Mugman, Sunset and the girls explain what has happened to them. What's more, they also bring up the fact the Devil, King Dice, and his minions are after their souls and how Sunset and the girls have become targets. Once they are finish explaining the situation, Bon Bon and Rumor are surprised to hear how they end up in this world and the girls have been targeted, but not too surprised about the Devil's schemes.

Bon Bon sighs with an annoyed and firm expression on her face, "I should have known the Devil isn't going to let our souls that easily."

"Yes. I guess once we made a deal with him destroyed contract or not, he wants to collect our souls," Rumor says.

"I know what you mean. What's more is that the Devil's hideout could be around here somewhere, and we don't have a good lead," Hilda says.

"Well, at least the Devil didn't capture any of us. What are we meant to do about it?" Bon Bon replies.

"That's easy, we find his hideout and give him the boot," Rainbow answers.

"That won't be easy. If we remember correctly that the Devil is all powerful. Not to mention that King Dice and his minions are also after us and we have no idea where his hideout is," Twilight interjects.

Sunset groans, "If only I could have touch King Dice or his minions when I have the chance, then I would use my magic to find out where the Devil is hiding."

"Don't worry Sunset, I'm sure that we'll find him and stop his plans," Cuphead says.

Then Mugman adds, "Yeah. We just need to find out where the others are and where the Devil's hideout is, then we beat him."

Sunset smiles in reply.

But Rarity asks, "But, um, how are we going to send the Devil and his men, not to mention the other characters back in the game?"

"Aww man, you're right! We still don't know how we're going to send everyone back!" Rainbow groans and whines.

"Don't worry, we'll think of something and then the Devil is out of here," Applejack says.

"I do agree. We should figure out where everyone else is. I just hope they're not causing any trouble here," Cuphead says.

Just then, Rarity hears her cell phone vibrating and ringing.

Rarity takes her cell phone out, and looks at her phone to see who calls.

She turns to her friends, and says, "I'll need to take this."

Everyon begin to discuss about what they need to do to find the others and stop the villains. Meanwhile, Rarity picks up her phone to talk to the person who is calling.

Rarity happily says, "Vignette darling, it's been a while since Equestria Land's Grand Opening!"

On the other line, Vignette is in Equestria Land talking to Rarity, "Rarity, who is one of my BFs doing?!"

"I'm doing fine, my friends and I have been having a tiring day. I have no idea where to start," Rarity says.

"Well Rarity, I have to tell you Equestria Land is doing great, but something is like, totally weird going on… like magiz and all that stuff," Vignette says.

"Something weird? And you think magic is related to it?" Rarity questions.

"It's like weird. I've decided to come to Equestria Land to blog for a special event that will be happening tomorrow, when I see strange like animals or objects in the part. There's a strange clowning who turned himself into a large carousel. On top of the parade float building, there is a giant birdhouse with a big red bird on top. On the super speed rainbow roller coaster, there is a train with a lot of ghosts riding on it. There is a red genie at the snack bar. And there is like a rat riding in a can around the park and looks like an army rat or something," Vignette explains.

Rarity blinks a few times, and says, "You don't say."

"I like way say it. I need you and your friends to come and ask them nicely to leave, before I'm forced to call security on them," Vignette calmly says.

"I'll get the girls and meet you at the entrance. Whatever you do, be careful around them," Rarity advise.

"You got it," Vignette happily says.

Just then Vignette remembers, "And before I forget, while I was driving over here I saw like a casino. It has dies, poker chips, playing cards and stuff like there. There is also a strange black monster with horns. I assume it's a mascot. I was thinking on checking it out when you come by."

"Very well, but don't go in there until we get there. Got it," Rarity calmly says.

Then they both hang up the phones.

Rarity turns to the others, and says, "Um guys, that what Vignette on the phone, and I think she already found most of Cuphead and Mugman's friends in Equestria Land. And to make matters worse, the Devil's casino is close by."

"What?!" Everyone exclaims.

"It's true, Vignette needs us to go to Equestria Land right now to take care of this," Rarity says.

Sunset gets up with a serious look, "We need to get over there as soon as possible."

"We should probably split up so we can cover more ground," Twilight suggests.

Sunset nods her head, "Right. Twilight, you, Rarity, Pinkie Fluttershy, Applejack, and Mugman will go to Equestria Land to help Vignette. The rest of us will go to the casino Vignette saw and go see if we can find a way to stop him. Agree?"

"Agree!" Everyone answer.

The gang leaves the cafe after having a snack and all go in Rarity's van to Equestria Land.


	9. Chapter 9

Chapter 9: Equestria Land Madness

At the Equestria Land entrance, Vignette is waiting for Rarity and her friends to arrive. She turns her head to inside the amusement park to see it empty, well almost. There are a few mysterious beings exploring the park.

Just then, the purple van comes entering the parking lot, and parks at the front line close to the park. Coming out of the car are the main seven, the cup brothers, and Hilda. Soon the girls lead the three Inkwell residents to the park.

Vignette types on her cellphone while she wait. She knows that they'll come, but she wishes they will hurry.

Suddenly, she hears a familiar call, "Vignette! Yoo hoo!"

Vignette happily turns her head, and happily calls out, "Rarity!"

Vignette and Rarity walk to each other and give each other hugs and kiss each other over their shoulders.

"Thank goodness you all are here. I know they haven't cause much trouble because the place is closed to get ready for tonight's event, but they're still roaming around the park," Vignette says.

Sunset questions, "Rarity told us that you saw a train full of ghosts, a rat in a can, a bird in a birdhouse, a clown that transform into a carousel, and a genie."

"That's exactly right," Vignette says.

Twilight turns to Cuphead, and says, "Well Cuphead, it sounds like Dijimmi the Great, Beppi the clown, Wally Warbles, Werner Wermam, and the Phantom Express."

"Seems like it. And that means trouble can't be far from behind," Sunset adds.

Confused, Vignette asks, "What are you talking out?"

The gang look at each other with concern looks, "Uh!"

"You want the long or the short?" Pinkie asks.

"Just make it brief," Vignette answers.

"Equestria Magic hit my Cuphead video game and many characters from the game come out of the game and around Canterlot City. the ones you say are from the video game and we're trying to find them before the Devil and his men try to steal their souls. Plus, the casino you saw belongs to the Devil," Pinkie explains.

Then happily introduces, "By the way, this is Cuphead, Mugman, and Hilder Berg."

"Hello," The three reply.

"Wait, you mean that you're Cuphead and Mugman?" Vignette surprisingly asks.

"Yep," Mugman answers.

"We sure are," Cuphead says with his thumb up.

"OMG, this has to be the best thing that this magiz ever did! And you both look so adorable," Vignette happily says.

"Thanks," Cuphead says.

"Thank you," Mugman replies.

"Uh Vignette, I know that your excited about meeting them, and probably want to take a picture of them for your SnapGab account… but we got bigger problems to deal with. What those guys been causing trouble?" Applejack firmly says.

"Uh no. they haven't caused any trouble at all," Vignette answers.

"Glad to know that they aren't endanger," Fluttershy replies.

"Yeah. But the Devil's men can't be far behind. We need to get them out of here before they show up," Rainbow says.

Sunset nods her head, and says, "Rainbow's right. And we still need to head to the casino to check it out."

"We'll meet back here in two hours, agree," Applejack says.

"Agree," The gang reply.

And so, Rarity and her group follow Vignette in the park to get the residents out before the event and the bad guys show up. At the same time, Sunset and her group are going to find the casino Vignette is talking about.

The first place, Vignette decides to go to that is close by is the building where the floats are. Rarity and the others gasp in surprise to see a giant wooden birdhouse on the top.

Mugman says, "That's definitely Wally's birdhouse arlight."

"Well now that we found him, how exactly are we going to get him and his birdhouse down?" Applejack questions.

"I wish I knew darling," Rarity replies.

Suddenly a loud, deep, thundering voice asks, "Did someone say the word 'wish!'"

Suddenly a strange white smoke appears, and changes to a red man wearing a turquoise with a yellow lining on the inside, a turquoise turban with a red gem and a yellow feather on the front, black and cream wrist bands on each of his wrist, light blue pants and lamps on his feet. He has a cob pipe in his mouth.

Luckily, this genie is who Mugman recognize, "Dijimmi, you're just in time. We need to get Wally's birdhouse off of the roof."

"Of course Mugman, I'll just get him down in a second," Dijimmi says.

Dijimmi waves his hands around, and uses his magic to lift the birdhouse off the roof, and brings it back down to the ground.

"Thanks," Mugman replies.

"It's no trouble," Dijimmi says.

He then crosses his arms and legs as he floats in the air.

Then he asks, "So Mugman, who do I owe the pleasure of seeing you today? Along with your new friends."

Mugman turns to the girls, and says, "These are my friends Twilight, Rarity, Pinkie Fluttershy, Applejack, and Vignette."

"Hello," The girls reply.

"It's a pleasure to meet you lidies, I'm Dijimmi the Great. The granters of all your wishes. Three for each master," Dijimmi says.

"That sounds fun," Pinkie says.

Then she wishes, "I wish to have a yummy ice cream sundae."

"Your wish is my command," Dijimmi says.

Dijimmi uses his magic to make an ice cream sundae appear.

"Thanks," Pinkie happily says, taking the treat and start eating it.

Hilda giggles, and says, "Your friend has a big appetite."

"You can say that again," Rarity says.

Hilda turns to Dijimmi, "Dijimmi, have you seen the others?"

"Well, Beppi and Wener should be at the snack bar getting something to eat. In fact, they're right over there," Dijimmi says.

The gang look ahead to see Beppi and Wener are eating some food at one of the tables.

Suddenly, they hear yawning, and a red feather bird stick his head out of there. Wally Warbles has awaken from his nap.

"What's all that noise? I was having a good nap," Wally says with a yawn.

"Sorry to disturb you, but Mugman is here with some friends trying to find us and get us home," Dijimmi says.

Wally yawns, and says, "That sounds nice."

"Still, we better get you guys out of here before the Devil's army finds us," Twilight says.

Suddenly, they start to hear a strange sound, like something getting banged.

"What in the world is that sound?" Rarity questions.

"I don't know. It sounds a little loud," Vignette says.

Then Pinkie screams, "And there are white balls and a giant black ball heading right towards us!"

The others look up ahead to see small white balls are bouncing right towards them along with a giant black ball.

"What in the hay is that?!" Applejack exclaims.

"Whatever it is, I don't like that smile that black one is giving off, "Vignette says.

The gang look to see the giant ball is showing yellow eyes and a teeth like smile. What's more, there is a number eight on it.

"Guys, that's no ball," Vignette worriedly says.

"That's Mangosteen!" Mugman confirms.

The ball laughs, and says, "Look out everyone, here I come!"

Everyone scream and run out of the way. The group run from the bouncing white balls and railing black ball. The gang look back to see the ball rolling at them. They then turn ahead to see something else in front of.

The see a roulette table. She spins around and the white balls out of her wheel.

"I think we know where the balls are coming from," Fluttershy replies.

"Yes. Pirouletta is the one with the white balls. But I do admit, she is a very nice dancer," Rarity says.

The roulette stops and bow in reply, and says, "Thank you."

She then begins to dance right towards them.

"Um, I think we should tango on out of here," Pinkie says.

Then the gang make a run for it. Just then, they find a stack of three different color poker chips. And three different glasses. A rum glass with a lid on it, a martini glass that has an olive, and a whisky glass with a red nose.

"Great. Now Chips and the Alcohol drinks are here," Applejack says.

"Run!" Pinkie screams.

Then the group make a run for it. Just then, Whisky spills the drink creating a wave of alcoholic beverages.

Rarity turns her head back to see the beverage, and screams, "Look out!"

Before the other can turn around the whiskey whisk them away. And are being carried somewhere in the park.

On the roller coaster. Wally is able to gather Beppi and Wener at the roller coaster where the Phantom express is. He explain to them that Mugman here with his friends and are being chased by the Devil's crew.

"So Mugman and his friends have got into trouble and Dijimmi's with them," Wener says.

"That's right. We need to find a way to get back home," Wally says.

Beppi giggles, and says, "I don't think we need to leave this soon. I'm having a blast here. It's too bad no one is here to see it."

"Beppi, I think the situation is serious. I also think that we're in trouble," Wener says.

Wally looks ahead, and says, "And it seems that Mugman and the others are being washed right towards us."

The three turn their heads to see the others are being washed by strange water. Soon, Mugman and the others have reach the roller coaster and take deep breaths as they are trying to get up. However, they are trying to spit out the whisky taste from their mouths.

"This taste disgusting!" Applejack says in disgust.

Vignette spits the stuff, and adds, "It's bad!"

"This take awful and bitter," Pinkie adds.

"We shouldn't even been drinking this stuff," Fluttershy adds.

"And they're soaked right into my clothes," Rarity adds.

Dijimmi stands up, and says, "Don't worry my lady, I'll get us all cleaned up."

Dijimmi uses his magic to create a cloud and rain all over the hang getting the alcoholic drink off to them. Then makes a giant hair dryer appear, and dries them off with it. After drying the gang, the girls hair puff up a little. Then he conjures up brushes and combs, and fixes the girls' hair. Soon, everyone are nice and clean.

"Thank you," Rarity says.

Mugman sees the others, and says, "Hi Beppi. Hi Wener."

"Hey kid, heard you're having some problems," Wener says with a cigar in his mouth.

"You have no idea," Applejack says.

Bepp happily says, "At last, I have some kids to entertain. Any of you like to see my magic trick?"

"Beppi, now isn't the time to perform any magic show. The bad guys can show up any minute," Fluttershy says, looking a little worried.

Pinkie turns her head around, and shows a scared face, "Yeah. I think they're coming sooner than they think."

Everyone look to where Pinkie is looking, and gasp to see The Tipsy Trop, Magosteen, Pirouletter, and Chips Bettigan are heading right toward them.

Annoyed Vignette questions, "Like don't those guys give up?"

"They're the bad guys. They won't stop unless we make'em, "Applejack says.

"Then let's take them out," Beppi says.

"Now you're talking," Pinkie says with a smile

Twilight, Rarity, Pinkie, Fluttershy, and Applejack nod their heads and hold out their geodes, activating their magic.

They look ahead to see top of the Tipsy Troops are spilling their alcoholic beverages at the girls. Rarity uses her magic to create diamonds to prevent them from getting wet, and the drinks goes past them.

Once that is done, Beppi, Wener, Dijimmi, Wally, Mugman and Pinkie use their abilities to fight back. Bombs, confetti explosive, horseshoes, feathers, and other attacks are hitting the Devil's men and knocking some of them down.

Pirouletta then spins in a circle, launching multiple white balls at the group. Twilight then uses her magic to stop the white balls. Then throws them back at the bad guys.

Magosteen then rolls straiht at them, hoping to knock them down. Applejack then uses her magical strength to stop the giant pool ball. Then lifts it up into the air.

With a smirk, Applejack says, "Ready to bowl you give grown ball?"

"No," Magosteen nerovusly answers with a gulp.

Applejack then throws the giant pool ball like it's a bowling ball. Magosteen rolls so fast, that he ends up knocking the other villains over like bowling pins. But that's not the end of the battle. They soon hear the sound of the train whistling. Everyone turn to see the Phantom Express is ralining off the tracks, and ram right at the five minions. Sending them flying into the air.

Beppi whistles as he looks up into the sky, "Talking about taking a flight."

"You can say that again," Pinkie agree.

After defeating the bad guys and saving the park, everyone gather at the front to talk what they need to do next.

"Well, I'm happy to say that we found everyone on the isle," Twilight says.

"But we still need to figure out a way to get back home," Mugman says.

Fluttershy pats the young cup on the head, "Don't worry Mugman, we'll try to get you all home and hopefully we'll do that before the Devil cause any trouble."

"Relax Flutters, I'm sure we'll get everything fixed up before the Devil can do any damage," Pinkie happily says.

Suddenly, someone screams, "HELP!"

Everyone turn to see Cuphead, Hilda, and Rainbow are running as fast as they can. It's like they're running for their lives. What's more, they notice someone is missing. The three continue to run until they reach to the front of the giant group.

"Rainbow, what in the hay have gotten into you three?" Applejack questions.

"Yeah. You look like you three got chased by a monster or a ghost," Pinkie replies.

Then Twilight asks, "What happened at the casino?"

"And where is Sunset? Isn't she with you?" Rarity adds.

The three take deep breath as they try to calm down.

"We… we were able to find the casino… and we saw the Devil and King Dice inside," Rainbow says, taking deep breaths.

"We found out what he is doing, and King Dice was able to find us. But the worse part…." Hilda adds.

But Cuphead exclaims, "But Sunset got captured! We tried to save her, but King Dice got to her! She's the Devil's prisoner now!"

"What?!" Everyone exclaim.

Twilight comes over, and asks, "What happen?!"

The three look at each other with scared looks, and decide to tell everyone the whole story.


	10. Chapter 10

Chapter 10: Casino Break In and Out

Rainbow begins to explain, "Alright, we have been walking for a little while, and finally we reach the casino. And that place is huge!"

Sunset, Rainbow, Hilda, and Cuphead are able to find the casino, and it looks like how Vignette, Cuphead, and Hilda describe it.

"So this is the casino?" Sunset asks.

"Yeah. It's bigger than I remember," Cuphead answers.

"And surprisingly the place was really busy back on the Isle. I wonder how it's going to turn out in this world?" Hilda answers.

Rainbow walks forward, and says, "Only one way to find out."

The others follow Rainbow and walk right to the door. Rainbow opens the door, and let everyone walk in and walks inside herself. Once inside, the four friends are surprised to see that people are actually inside having a great time, mostly adults.

"Wow! The place only has been here for a few days, and there's already customers wanting to play and gamble," Rainbow says in surprise.

Sunset turns to Rainbow, "And it will become bad luck if the Devil shows up. We need to figure out where he and King Dice are and what they're planning to do."

"That's going to be easy. I'm sure the Devil's office will be at the otherside of the casino," Cuphead answers.

"Yeah. Let's just hope no one we know see us," Sunset replies.

The group walk down the casino to see all different kinds of gambling games, poker, bingo, roulette, blackjack, craps, and a lot of casino slot machines.

"There are so many different games and machines here," Rainbow says.

"And there is a lot of people here," Sunset adds.

"Yeah. I remember back at Inkwell the place was very crowded," Cuphead says.

Curious Rainbow asks, "Something's bugging me. If that place is usually for adults how on earth were you and Mugman were able to play."

Cuphead shows a sheepish smile, "Well… uh, there's a funny story about."

Sunset grins with a suspicious expression on her face, "Huh huh. You told the people here that you're around twenty one or with someone that age."

"Yeah… that sounds about right," Cuphead sheepishly admits.

Rainbow starts laughing with a smile on her face.

"Hey Hilda, do you know where the office is?" Sunset asks.

"Of course I do. It's over there," Hilda says, pointing to the hall.

The four continue to walk down the carpet road and make their way to the hallway. What the four are not aware is that someone is aware that they're here… and this someone is the boss of the casino.

He watches the gang through a glass screen, and says, "Hmm, it seems that some of them decided to come to me! Those fools are unaware that soon they'll belong to me!"

After walking a little down the casino and the hall, they are able to find the door to the office. Sadly, two familiar face is standing at the door.

"It's Hopus Pocus and Phear Lap," Rainbow whispers.

"Aw man, they're standing in front of the door," Cuphead replies.

"So what do we do now?" Hila asks.

"We need to find way to get inside the office without anyone noticing. There should be an air vent or something to get in," Sunset says.

The four look around the area they are at to see if there's an air vent for them to crawl into.

Cuphead looks at one of the walls, and quietly points out, "Look. There's one up there."

The three look at the wall Cuphead is looking at to see an air vent for them to go to without them being noticed.

Sunset quietly says, "let's go."

"This is going to be like a spy movie," Rainbow comments with a smile.

The four reach the air vent and can see how high it is. Sunset and Rainbow help Cuphead get to a higher heights. Cuphead is able to remove the lid and crawl into the air vent. Sunset, Rainbow, and Hilda follow Cuphead into the air dusks.

The four crawl through the air vent to find out where the office is.

Suddenly, they begin to hear voices, "So those two debtors and those girls are here at the casino."

What's more, it's a voice they recognize.

"Did you hear that?" Sunset whispers.

"It's King Dice. We must be getting close," Cuphead whispers back.

"That means we're getting close," Rainbow whispers in response.

The four continue to crawl through the air vent to get to where the source of the voice.

But then, they hear a fighting and deep voice, "That's correct, it sure saves us the trouble of gathering two of the debtors and two of them special girls."

The four in the air vent stop and start to become a little frighten.

"Uh, is that who I think it is," Sunset nervously says.

"I'm afraid so," Cuphead replies.

The four are able to find an opening. They secretly look through the bar lid to see King Dice and his boss… The Devil himself.

Rainbow nervously gulps, and says, "Wow. The Devil looks a lot more scarier in real life than it's the game."

"I agree. And he's a lot more evil than the she demon I turned into," Sunset adds.

Curious, Cuphead asks, "You were turned into a she-demon? When did that happen?"

"It's a long story," Sunset answers.

Then Rainbow says, "But let's just say that Sunset used to be the dictator of the school before she turned nice."

"Really now?" Hila questions.

"Yeah," Sunset answers with a sigh and wishes her past hasn't been brought up.

Rainbow can see it, and says, "Uh, let's forget that for now. Right now, let's see what these two have to say."

"Right," Cuphead answers.

The four remain quiet as they hear The Devil and King Dice's conversation.

King Dice says, "The only thing we need to do is to find Hilda and those kids before they find their way here."

"Correct, I will not let those two stupid ceramic heads interferes with my plans," The Devil evilly says.

Cuphead grits his teeth in anger and clutches his fist. He doesn't like being called stupid ora ceramic.

"But I do have to ask, I get the reason why you want these runaway debtors for their souls, but what use can you do with seven teenage girls?" King Dice questions.

"True. But from what the others said, those girls possess great magic. They will become great servants for me," The Devil says.

Hearing that cause Rainbow and Sunset to gulp in fright. The Devil lights up the cigar and blows smoke out of his mouth. The smoke travels to the air vent and to where Cuphead and the girls are. They cover their mouths and try not to cough so they won't get caught.

"So what do we do now?" King Dice asks.

"I want you to find those four meddlers and bring them to me. I'll come up with a plan to get the rest of those girls and those debtors. Once I get their souls, there will be nothing to stop me from controlling everyone in this world and make it my domain," The Devil says, causing his eyes to glow.

The Devil and King Dice laugh maniacally.

Meanwhile, Cuphead and the girls are stunned to hear what King Dice and the Devil are saying. Now they know what the Devil part of his plan is.

Sunset whispers, "We need to get out of her and warn the others."

Suddenly, they hear a strange sound. Something that is happening right under them.

"Uh, what is that?" Rainbow questions.

"I don't know, but it seems to be coming from right under us," Hilda answers, starting to feel concern.

Suddenly the sound is starting to get a little louder. The sound ends up catching The Devil and King Dice's attention.

"Did you hear something?" King Dice questions.

Suddenly, the air vent break down, and the four fall to the ground with a loud thud. Sunset and the others groan as they begin to sit up.

Hilda rubs her head, and says, "It's official, I hate hiding in air vents. Remind me to never hide in another air vent."

"It seems to work in the movies," Sunset replies.

"Yeah. Only in movies," Rainbow adds.

Seeing the four the Devil and King Dice make an evil grin on their faces.

"Well well if it isn't Cuphead and Hilda," the Devil says.

"And it looks like two of those special girls are here as well," King Dice adds.

The four quickly get up and begin to walk backward in fright.

"Um well, as much as we like to stay here, but we need to get going," Sunset sheepishly says.

"Yeah. We got baking class," Cuphead adds.

Just then the Devil screams in anger, "GET THEM!"

"RUN!" Rainbow screams.

The four begin to run towards the door, and slams them both open. Then they hurry out the door. King Dice runs out of the door and look around. Then sees where Cuphead and the girls are running.

King Dice firmly says, "Phear Lap! Hopus! We need to get them!"

The door that has been slam open, slowly move a little, and Phear Lap and Hopus Pocus walk out feeling dizzy from getting a collision with the door.

Cuphead and the girls continue to run down the hall. They then turn to the hall to see one of the doors, but metal bars seal their entrance.

Cuphead points behind, "Over there!"

With that, they run the other way. They end up running past King Dice and the others. Then the bag guys begin to chase after them. The four continue to run as King Dice and the others chase after them.

Cuphead looks ahead to see an exit. But then Wheezy along with Pip and Dot block their way.

"This way!" Sunset screams, dragging Cuphead to a different hall.

Rainbow and Hilda follow. The villains end up following them.

Hilda looks ahead to see a door.

Hila opens the door, and says, "Get in!"

Sunset, Rainbow, and Cuphead hurry into the door. Hilda runs inside and closes the door and locks it. The four look to see a way out, but it's beginning to close from above.

Cuphead screams, "Hurry!"

Cuphead and the others begin to make a run for it. Cuphead runs out. Then Hilda. Rainbow and Sunset are making their way to the exit. Sunset trips and falls to the ground, but manages to get back up.

But then something grabs on to her by her waist. Sunset looks up to see a toy monkey wearing a light blue vest, red and white striped shorts, a white hat with a red strap on it. It's hanging by a crane and is holding Sunset.

Rainbow turns to see the shocking thing, "Sunset!"

Sunset struggles to get free, but Mr. Chimes cymbals are clasped on to Sunset tight.

Sunset screams, "Save yourselves!"

Sunset is being dragged inside as the door close with Rainbow and the others on the other side.

"Sunset! Sunset!" Rainbow screams a she bangs at the door.

Cuphead tries to lift the door up, "It won't budge!"

Just then, birds appear from nowhere and are stuck to the door. The three look behind them to see the casino baddies are behind them. They have no choice but to make a run for it and forced to leave Sunset behind.

"And that's what happen," Hilda says, concluding of the event.

Twilight and the others become devastated to know that their friend has been captured by the casino residence. Even Cuphead and the others are upset about the situation they're in.

In a quiet tone, Twilight manages to say, "Sunset."

Being taken away, Sunset is being carried by Mr Chimes who is holding her with his cymbals.

Sunset struggles to herself free as she shouts, "Let me go! Let me go you overgrown toy!"

Just then, Mr. Chimes drops her, and Sunset falls on top of something soft. When she regain her vision, she looks to see that she lands on a bed. She then looks around to see a room that has a single furniture and a lamp. There are no doors or windows.

"Great. How am I going to get out of this place?" Sunset asks herself.

She sadly sighs, and says, " At least the others are able to get away, but how are they're going to find me. I don't even know where I am."

Sunset simply sits on the bed with a sigh as she is not going to be going anywhere. She just hope that Twilight and the others can help her get out.


	11. Chapter 11

Chapter 11: Plans to Rescue Sunset

After receiving the awful news, the girls, Cuphead, and Mugman round up all the Inkwell residence and they all meet in the building where the parade floats are at. They are hoping to come up a plan to stop the Devil and rescue Sunset.

"We gotta save Sunset from that creep with the broken horn," Rainbow says.

"I know, but the Devil probably have the place surrounded with his goons by now," Applejack says.

"We can't just leave Sunset with that ruffian," Rarity says.

"I agree. Who knows what he will do to her," Hilda replies.

Fluttershy asks, "What can we do?"

"We need to come up with a way to defeat the Devil and rescue Sunset," Cuphead says.

Mugman sighs, "And it's too bad we don't have a plan, do we?"

"Uh no. We don't have a plan," Cuphead answers in disappointment.

Everyone sighs in sadness.

"It's official, Sunset is doomed," Applejack says, putting her hand over her eyes.

Still trapped in the room, Sunset is sitting quietly with a sad expression on her face. She is hugging her legs and has her head on her knees.

Sunset sighs, "How am I going to get out of this room? What's more, what is the Devil and King Dice plan to do with he?"

Sunset becomes a bit serious, and jumps off the bed and on her feet.

"I can't let this hold me down. I just gotta find a way out of this room," Sunset says to herself.

Sunset begins to look under the bed, but there's nothing here. Then feels the wall for a secret passage or a secret button, but nothing's there.

"This is going to be harder than I thought," Sunset says, with a frustrated expression on her face.

Suddenly, Sunset hears something, and look up to see the rooftop is opening.

"Uh, what's going on?" Sunset questions, starting to get weary.

Sunset is getting a bad feeling about this. And her feeling is right to see a gray hand with claws coming inside and is heading towards Sunset. Sunset falls on to the ground, and turns her head away while covering her face and lets out a scream.

Outside of the room Sunset is going to be taken out of, is really the Devil reaching into a small black box. He takes out his hand from the box and knows that he has the girl in is clenched hand.

"Now let's see how my little 'guest' is doing," The Devil says with an evil smile.

He puts his hand down on the table, and opens his hand to see Sunset with her eyes closed. Sunset ends up slicing down, and lands on something hard. Sunset groans after falling to the ground and is laying on her back with her eyes closed.

Sunset looks up with a gasp in shock to see the Devil himself. What's worse, he's larger than she is or is she's the one who is small.

"It's the Devil… and I'm in trouble," Sunset scaredly says in thought.

"So you're one of those girls who been hanging out with those two mugs," the Devil says.

"Um yeah. And I'm afraid I need to get going," Sunset nervously answers as she walks backwards.

But her attempt is futile when the Devil has his hand behind her.

"What's the hurry," the Devil remarks.

He then grabs hold of Sunset and brings her up close to his face.

Sunset tries to get out of the Devil's grip, but the Devil has a tight grip on her.

"Let me go!" Sunset shouts.

The Devil chuckles, "Sorry, but I'm afraid that you'll be having a hell of a time with us."

Sunset can see the Devil has no intention of letting her go, but decides the best thing to do is to learn more about what he's up to.

Sunset firmly says, "Alright fine, but I have a few questions to ask you. One: Cuphead and Mugman burned everyone's contract so their free from their debts, so why are you trying to get them to pay their debts. Second: Why are you so interested in me and my friends? And three: what are you really up to than just collecting debts?"

The Devil laughs while Sunset is anything but amused that he is laughing about the questions she asked. She then has her arms crossed with a stern look on her face.

"What makes you think I will tell you anything?" The Devil questions.

"Well for one: my friends and I did heard you about making us your servants," Sunset sternly answers.

That's when the Devil remembers about Sunset and the others falling into his office through the air vent.

"And it's isn't much of a surprise that you would try to have King Dice and the rest of your employees coming after the debtors sooner or later," Sunset adds.

"Well, it looks like you have a lot of brains in your head. But it looks like you made one little mistake. We you here, I wouldn't be too surprised that those friends of yours to come and rescue you," the Devil says. Then lets out a loud chuckle showing off his teeth.

Then he says, "Not knowing that they will soon belong to me."

"Why are you doing this?" Sunset questions.

"Why?! Because those no good debtors are going to get what they deserve for weaseling out on my deal! Especially those little runts, Cuphead and Mugman!" The Devil angrily yells.

Then he says with an evil smile, "And as for you and your friends. I've been told and heard about you all possessed magical abilities. With that kind of power in my disposal, I'll be able to conquer your world."

The maniacal laughs

"You're never going to get away with this," Sunset says.

With an evil smile, the Devil says, "Really? Well, who is going to stop me? You pathetic little friends."

"Don't call them pathetic. My friends will find a way to stop you," Sunset angrily replies.

"We'll just see about the that," The Devil says with his eyes glowing.

Then starts to squeeze his hand and Sunset. Sunset begins to feel her body getting pressed and her teeth grits to feel the pain. Soon enough, she lost consciousness. The Devil loses his grip on her, and then puts her back in the box.

Back in the building, the gang are still trying to figure out a way to stop the Devil and rescue Sunset.

"We need to find a way to stop the Devil and rescue Sunset!" Twilight panics.

Rainbow groans, and says, "You think we don't know that. I still feel bad about letting Mr Chimes capture Sunset. We didn't even know he was there and we were going to get out together."

"This isn't your fault, Rainbow," Fluttershy reassures.

"She's right. You had no idea that stuffed music playing monkey is going to be in the same room as y'all. But this isn't the time to feel guilty," Applejack says.

Cuphead says, "You're right. We need to find a way into the casino and beat the Devil. Mugman and I defeated him before, we can do it again."

"But we still need to deal with King Dice and the other casino employees over there. There's so many of them," Rarity worriedly replies.

Suddenly, Cuphead has an idea, "But we have so many friends here as well. We ll got the Devil and his men out number."

"Cuphead right. If we all work together, we'll be able to stop the Devil before he can do a single thing," Mugman agrees with a smile.

Mumgan turns to the others, and asks, "That is, if you all are willing to help us? We can really use it."

Everyone look at each other. Sure they are worried about facing the Devil, but they know so much is at stake, including a young girl's soul as well. Everyone smile and nod their heads in reply.

Hila answers, "Cuphead, Mugman, count us all in."

Everyone reply with a yes, a nod and some hold their thumbs up. Cuphead, Mugman, and the girls smile happily to see they have the help they can get.

Cuphead says, "Then let's get to work."

Everyone begin to work on a plan to beat the Devil and his men, along with rescuing Sunset. They work on their powers and abilities. They also fix up some weapons. They work on some fixing up a few machines, and other supplies. The girls and others who has magical abilities are making sure they work, and test them among each other.

Soon, they feel as soon as read to face the Devil.

There's just one thing that Pinkie realizes, "How are we going to send the DEvil and his men back to Inkwell Isle?"

Cuphead, Mugman, and the girls look at Pinkie, and realize she is right. They still need to figure out how to get everyone back home, and get rid of the Devil and his lackeys.

Twilight gasps in realization ,"What about the game? If the magic caused the game to release all the characters. Maybe it was work in reverse. We just need a t.v set, the game, and the game system.

"I got the video game and the game system right here," Pinkie says, pulling the game case and the game system.

The gang look a bit confused to see Pinkie having the game and the system with her.

"What? I carry them for emergency," Pinkie replies.

"Great. Now all we need is a t.v," Applejack comments.

Just then, Vignette says, "We can one one of the large flat screen t.v. There's one in the supply room."

"Works for me," Rainbow replies.

"Then it looks like we're all ready. Time to get our friend back," Twilight announces.

Everyone shout, "Yeah!"


	12. Chapter 12

Chapter 12: Casino Raid

At the front of the casino, Phear Lap, Hopus Pocus, and Mr. Wheezy are standing guard, and they are not accepting any visitors.

Twilight, and her group: Fluttershy, Sally, Cala Maria, and Rarity are hiding behind some of the cars close by.

"Alright time for phase one of the plan. Are you and Cala Maria ready Fluttershy?" Twilight says.

Fluttershy gulps nervously, and says, "I'm ready, but a little scared, but this is for Sunset."

"We're ready," Cala Maria replies.

Fluttershy and Cala Maria step out of their hiding places and begin to sing. That end up catching the three's attention.

"Hey, isn't that Cala Maria?" Phear Lap questions.

"And it's one of those girls. I say let's grab them," Hopus says.

Mr. Wheezy grins, and says, "Sounds good to me."

The three rush over to capture the two singing girls. But before they can get the chance. Hilda blows out smoke from her mouth. The three villains become blinded by the smoke, and are unable to see. Just then, they end up being lifted up in the air. They begin to panic and have no clue what is going on.

When the smoke clears, the three find themselves being surrounded by purple energy. Twilight is the one who has them trapped.

"Nice job darling," Rarity comments.

"I think it's a great idea," Twilight says.

She turns to the t.v, and says, "Now to see if it actually works."

Twilight puts the three baddies in front of the t.v, , and a vortex appear. Twilight makes her magic disappear, and the three end up getting sucked into the television set. Rarity turns it off so the portal is shut off to.

Rarity happily says, "It worked. And with Dr. Kahl's power portable charger, we can take the t.v inside."

"Now we can get the others in the t.v back to Inkwell Isle," Twilight says.

She calls with her phone, "This is Magic to Loyalty… it's time for phase two."

On the other line, Rainbow says, "Loyalty to Magic, we're all ready. We're going in."

Rainbow, Applejack, and Pinkie sneak inside the casino to see the place is deserted. So it will be easy to find the other bad guys without causing a commotion.

Applejack whispers, "Alright once we find those bad guys, we'll get them with these banana cream pies Pinkie made, and that will get their attention."

"This is going to be fun," Pinkie says with a giggle.

"Remind me, why we're using banana cream pie for this?" Rainbow asks.

"Because it's funny," Pinkie answers. Then starts laughing.

The three sneak down the halls to find Pip and Dot, Mr. Chimes, and King Dice.

Rainbow chuckles, "I can't wait to see the looks on their faces."

Just then, the three come out of their hiding places with the pies in their hands.

Applejack calls out, "Hey, you gamblers!"

The three turn to see the three girls. The next moment, Applejack and the others throw the pies at them, and the three are covered in banana cream. The three feel the banana cream covering their head and face.

"You little brats!" Pip shouts in anger.

Rainbow screams, "Now!"

The three girls make a run for it.

King Dice shouts, "Get them!"

The three soo chase after them. And soon, the other employees begin to chase after the three girls. They girls run down the halls until they come to a three intersection in the halls. They split up in different directions. The villains split off in different directions too.

Applejack finds herself being chased by Mr. Chimes, Chips Bettigan, and some of the little demons.

When Applejack runs out of the hall with Cagney and Sally at different side .They pull Cagney's stem and cause the bag guys to trip. Then Applejack lasso them , and throws them into the television with the game connected to it.

Applejack shouts, "Yeehaw!"

"We caught them!" Sally cheers.

Rainbow runs out side with the bad guys behind her. She is being chased by King Dice, Pirouletta, the Tipsy Troop, Mangosteen, and the small purple demons. They stop to see Rainbow running past Rarity as she uses her magic to create a diamond wall.

Rainbow shouts, "Now!"

The villains become confused to hear it. They become stunned to find them surrounded by the Inkwell residence, and are scared on what they're planning to do.

Brineybeard shouts, "Aim… fire!"

Soon everyone begin to use their powers at the bad guys, and they begin to get hit by everything the army is throwing at them. Just then, Dr. Kahl's robot walks over and picks up the casino residence. Twilight is able to bring the television set connected to the tv. And the robot puts them through the vortex back to the Inkwell Isle.

Pinkie continues to run down the halls and turns to the halls as Mr. Chimes and the small purple demons are chasing her while being hanged from the crane claw. When Mr. Chimes and the demons turn to the hall where Pinkie goes to, they stop and gulp in fright.

Pinkie is now with Grim Matchsticks who is feeling a lot better from the stomach.

Pinkie turns to Grim, and says, "Get' em."

Grim gives out a loud roar and breath fire at them. The fire cause them to become black like charcoal and passed out.

Pinkie giggles, and says, "Nice touch Grimmy."

"Think you can roast me some marshmallows?!" Pinkie asks holding a stick full of marshmallows.

Grim breaths a little fire and Pinkie roast them with the flame. Once the treats are done, Pinkie takes a bite of one of the marshmallows.

She happily says with the treat in her mouth. "Yum! Hot, toasted, and chewy."

After capturing Mr. Chimes and the demons, Grim takes them to the t.v set where the others are and put them into the vortex sending them back to the isle. Once they are inside, Twilight turns off the t.v so they can't get out.

"Well, it seems that we captured all the minions and the demons that came after us," Mugman says.

Applejack tips her hat, and says, "Now there's only one more monster he need to face."

"The Devil," Cuphead concludes in a serious tone.

"And we know he Sunset Sunset inside somewhere," Twilight replies.

"Alright, Mugman and I will take it from there. The rest of you need to get back to the isle and make sure King Dice and the others don't get through.

Twilight steps in, "The girls and I are coming too. And no, we're going to take no for an answer. Sunset is trapped in there and we're going to get her out."

Cuphead and Mugman look at each other, and nod their heads.

Then Cuphead says, "Then let's go."

The group make their way inside the casino while a few begin to return to the isle to keep a close eye on King Dice and the rest of the Devil's lackys.

The group of friends walks down the casino and into the halls. Luckily, Cuphead remembers where the office is. He opens the door and they all begin to enter into the room. They look around to see the place is dark.

Fluttershy shivers, and says, "It looks very spooky in here."

"Don't worry Fluttershy, everything will be alright," Rarity reassures.

Twilight nods her head, "Right. All we need to do is find Sunset and capture the Devil before he can cause any trouble."

"Looking for us kiddies?!" A loud evil voice asks in remark.

Suddenly the lights turn on and everyone quickly turn around to see the Devil sitting on his throne and holding a pitchfork. What's more, he is huge. Next to him is a long pole and it has a cage hanging from the hook on top. Inside the cage is the friend they are looking for.

"Sunset!" The gang exclaim.

"Girls, I knew you'd come," Sunset says in relief.

"Of course, we are. You're one of our best friends, and we're not going to let you stay the damsel in distress," Pinkie happily says.

Applejack shouts to the Devil in a demanding tone, "Let her go you overgrown varnment!"

"Not likely, I'm going to need her magic as well as yours," The Devil says with a grin.

"So that's why you were trying to have us captured. You were after our magic all along," Rarity sternly says.

"That's right. And now that you little brats have saved me the trouble of hunting you down, I'm going to drain every last drop of it," The Devil evilly says.

Cuphead and Mugman have their magic from their fingers ready and stand in front of the girls.

"Not likely," Cuphead says.

"We've took you down once, we can do it again," Mugman says.

Then Rainbow steps in, "And this time, they got some back up."

Using their geodes, the girls are able to pony up. Gaining their ears, extended tail, and for some of them… gain wings.

"We'll just see about that," The Devil says with his eyes glowing.

He theng rabs the cage with Sunset inside,and places around his neck. Suddenly, the cage begins to glow and Sunset is feeling the pain from it. The Devil evilly laughs, and begins to grow big.

"With just one of you girls' magic, I feel powerful!" The Devil shouts in triumph.

Pinkie shouts, "Let's get him gang!"

With that the gang begin to attack. Cuphead and Mugman use their finger guns to shoot at the Devil. The Devil then uses his powers to summon his demons. Luckily, Rarity, Rainbow, and Twilight are able to take care of them with their magic. Rainbow uses her super speed to run past them and punching and kicking them. Then Twilight and Rarity use their magic to trap them.

Pinkie then uses her sprinkle bombs to throw them at the Devil. Then Applejack tho3ws the demons at him with her super strength.

Fluttershy doesn't really know what to do. There are no animals to help her out with then. When one of the demons push her down, Fluttershy becomes angry. Then she turns to face the demons to use her stare at them. Seeing the stare cause the demons to get scared and paralyzed on the spot. Fluttershy smiles and leaves the demons who are relieved.

The Devil then stretches his head to create a dragon to trail on to the floor.

Fluttershy screams, "Look out!"

Everyone look to see the dragon Devil is coming right towards them. The gang dodge out of the way as the Devil's head and long neck slither around. He then bring his head back in place. But then he takes off his head that transform into a spider and crawls around.

Rarity looks to see the Devil, and screams, "Eww! I so dislike spiders!"

Rarity uses her diamond shield to try to swat him like a real spider. The Devil dodges the diamond attacks as Rarity yelps as she tries to squish him like a pancake.

Finally, he is able to gain his head back, and is not pleased about him almost getting crushed.

The Devil eyes glows and uses his pitchfork to create all kinds of orbs at the gang. Twilight and Rarity use their ability to block the orbs and protect the others.

Pinkie, Cuphead, and Mugman continue to throw their attacks at the Devil. Having enough, the Devil uses his glowing eyes to create beams of light to strike at the gang. The group of friends run as the beams almost hit them. Soon, they are able to gather together. Then Rarity and Twilight put up their force field so they'll be protected.

Applejack tiredly says, "We can't keep this up forever. His power is getting really strong that we can't seem to hurt him."

"But what can we do?" Fluttershy asks.

"I think the only way to stop the Devil is to get Sunset out of that cage. He's using Sunset' magic to give him power," Cuphead says.

"Right. The rest of us need to create a distraction while Rainbow Dash get Cuphead to the Devil's neck and blast the chain to release the cage. Then I'll use my magic to bring the cage down, and get Sunset out of the cage," Twilight says.

Everyone nod their heads and agree to give the the Devil a piece of their mind. Twilight and Rarity break down their shields, and they begin to perform their plan.

Applejack shouts, "Hey you big goon, tyr to hit us if you can!"

"Nah nah nah nah nah, you can't catch us!" Pinkie yells. Then sticks her tounge out.

Irritated, the Devil shouts, "I'll get you for this! You meddling brats!"

The Devil uses his powers to create flying bats, and had them flying at the girls. Rarity then uses her diamonds to repel them. She then hits them at the Devil like they are tennis balls.

As the Devil tries to attack the girls, Rainbow is secretly flying towards the DEvil's neck while holding Cuphead and Mugman.

Rainbow whispers, "Alright guys, make sure you hit the chain so it will break."

"You got it," Cuphead quickly says.

"Try not to get aim at the Devil, Cuphead," Mugman says.

"Aw what's the worse that can happen?" Cuphead remarks.

Cuphead fires at the chain, but ends up hitting the Devil's ear. The Devil turns and glares at the three in the air.

Rainbow glares at Cuphead, "Nothing to worry about huh."

"Um,let's just get Sunset out," Cuphead sheepishly says.

"I got this," Mugman says.

Mugman fires his energy bullet at the chain, and cause the cage to fall. Right on cue, Twilight uses her magic to catch the cage and slowly puts it on the ground. Twilight then uses her magic to unlock the lock, and open the cage. Sunset jumps out of the cage soon after.

Sunset reaches Twilight and they both each other a hug.

"I'm glad that you guys are here. Now it's time to take this creep down," Sunset says.

The girls and the boys see that Sunset is alright and head back to the two girls to be a group again.

The Devil growls in anger, "I'm going to get you brats for this!"

"Not gonna happen!" Cuphead says.

Sunset turns to the girls, and says, "Let's do this."

"Yeah!" The others chant.

The girls hold each other's hand and their geodes begin to glow.

Sunset says, "Cuphead, Mugman, bring out one of your most powerful attacks!"

"And we have just the thing," Cuphead says.

Cuphead and Mugman begin to bring out their hearts and their souls become muscular. With the power of their geodes, the girls are able to give their souls extra power. The souls then begin to give the Devil punches, kicks, and body slams.

With a final punch the girls and young cup boys say, "Game over!"

The two souls give the Devil a hard punch that sends him flying up into the air. The gang look up to see him flying.

"You think he will be back?" Fluttershy asks.

"Oh he'll be back, but not before we send him and his casino back to Inkwell," Twilight says.

Right on cue, Dr. Kahl brings the t.v set with the game system connected to it.

He turns on the t.v, and says, "All ready for him to land on, or in for that matter."

Pinkie looks up, "And just in time cause here he comes!"

Everyone look up to see the Devil is falling as he screams right into the vortex back to the island.

Rainbow laughs, and says, "See you never!"

Everyone then start laughing, with smiles on their faces. Soon, the casino disappears as well.

Back at inkwell, the Devil arrives and lands on his minions. Soon the other residents are going to give him and his employees a lesson they will never forget.


	13. Chapter 13

Chapter 13: Goodbye To Two Cup Friends

After defeating the Devil and sending him and his lackeys back into the game through the t.v set. All the characters from Inkwell Isle are going through the television so they can go back home. Sunset and her friends along with Cuphead and Mugman are making sure everyone are getting home safely.

"Can't believe we were able to beat the Devil and his minions," Applejack says.

"True. But we couldn't done it without our new friends," Rarity says.

"Agree," Twilight says.

"Yeah. We sure had a lot of work cut out for us," Rarity says.

Pinkie hugs Cuphead and Mugman, "We sure are going to miss you guys."

"We'll miss you too Pinkie," Mugman says with a calm smile.

"Yeah. Even though this turn out into a crazy mission, we sure have a great time here," Cuphead replies.

Sunset and the others walk to the brothers continue to be hugged by Pinkie.

"We're going to miss you too," Fluttershy says.

"We sure had a awesome time with you two," Rainbow says.

"As long as we ain't going to go through that fiasco again," Applejack says.

Soon everyone begin laughing with smiles on their faces.

Suddenly, they hear a familiar elderly voice, "Come on boys, it's time for us to head back home."

The gang look to see Elder Kettle in front of the television set. The nine friends look at each other with sad looks, and know that it's time for them to say goodbye. They all give each other a group hug.

Then Pinkie says, "Let's take at least one picture together."

Everyone nod their heads in reply.

Pinkie gets the camera set up, and says, "Say 'cheese!'"

"Cheese!" Everyone reply.

Then Pinkie takes the picture. She rushes over, and then come back brining a few pictures. She then gives each of the friends, including Cuphead and Mugman the picture. Then they all do a group hug one last time.

After the hug, Cuphead and Mugman walk to Elder Kettle. They all wave goodbye to each other. Elder Kettle jumps into the t.v. Follow by Mugman.

Finally Cuphead gives one finale wave, and says, "I hope we'll be able to see you someday."

"Us too," Sunset replies.

Cuphead nods his head. Then he jumps into the t.v set. After all the characters are in the game. The t.v stops glowing and turns itself off. Sunset takes the game out of the system to see it not glowing anymore. The girls walk over to see it for themselves.

"I guess once all of the Inkwell residence are in the game, the magic disappeared," Twilight says.

Pinkie sighs, and says, "I do hope we get to see them again someday."

"Maybe someday Pinkie," Applejack says.

"And hope we get to have a nice chat and not have to deal with another epic adventure," Rarity says.

Then Sunset asks, "So, what do you guys wanna do now?"

"Do you think we can play the game again?" Pinkie asks.

Then girls blink their eyes in reply.

Then Sunset suggests, "How about we got to the beach?"

The girls nod their heads with the idea. Then they begin to head back home so they can get their swimwear and beach supplies. They do enjoy playing the game and get to go on an adventure with Cuphead and Mugman, but they agree to have some fun outside for the day. They do hope to see their new friends again someday, and will be able to have some fun without any trouble.


End file.
